Common use of RECITALS Clause in Contracts

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis SecuritiesDBSI”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.the

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the a “Special Servicer”), AEGON USA Realty Advisors, LLC, as Save Mart Portfolio special servicer (a “Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to UBS Securities LLC (“UBS Securities”), Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities SG Americas Securities, LLC (“UBS SecuritiesSGAS”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.CIBC World Markets Corp.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October May 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“WFSSGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), UBS Securities LLC (“UBS Securities”), BofA Securities, Inc. (“BofA Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof May 9, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, BMO Capital Markets, SGAS, KeyBanc, DBSI, UBS Securities, BofA Securities, Academy Securities and Natixis Securities Drexel (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof May 9, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 9, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 9, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22May 6, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 6, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof May 9, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October May 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Wxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Deutsche Bank Securities Inc. (“DBSI”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesAcademy, Academy Securities DBSI and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 12, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 12, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22May 3, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 3, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities SG Americas Securities, LLC (“Natixis SG Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays, UBS Securities, Academy Securities and Natixis SG Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 11, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 11, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) ), as amended and supplemented by supplement to the preliminary private placement memorandum, dated July 13, 2016 (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Citigroup Global Markets Inc. (“Academy SecuritiesCitigroup”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays Capital, Academy Securities Citigroup and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 11, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 11, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 3, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated August 7, 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated August 3, 2017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 7, 20162017 (collectively, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October April 1, 2016 2023 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, KeyBank National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital K-Star Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“WFSSGAS”), UBS KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Xxxxxx Xxxxxxxx, LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesDrexel”) and Natixis Securities Americas Xxxxxxxx Capital, LLC (“Natixis SecuritiesXxxxxxxx”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof April 10, 2023 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesBMO Capital Markets, Academy Securities SGAS, KeyBanc, DBSI, Drexel and Natixis Securities Xxxxxxxx (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof April 10, 2023 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30April 11, 2016 2023 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30April 11, 2016 2023 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22April 5, 20162023, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22April 5, 20162023, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof April 10, 2023 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer and as NCB special servicer, Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas LLC Citigroup Global Markets Inc. (“Natixis SecuritiesCitigroup”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS Securities, Academy Securities and Natixis Securities Citigroup (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to sell the RR Interest to Xxxxx Fargo Bank pursuant to the RR Interest Purchase Agreement, dated as of March 1, 2017, by and between the Depositor and Xxxxx Fargo Bank. The Certificates are more fully described in (a) that certain prospectus dated September 30March 13, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 13, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September February 22, 20162017, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by (i) that certain supplement to the preliminary prospectus, dated September 23February 24, 2016 2017 and (ii) that certain supplement to the preliminary prospectus, dated March 10, 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September February 22, 20162017, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto), as amended and supplemented by (i) that certain supplement to the preliminary private placement memorandum, dated February 24, 2017 and (ii) that certain supplement to the preliminary private placement memorandum, dated March 10, 2017 (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community commercial mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community commercial mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2024 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “General Special Servicer”), Xxxxx Fargo National Cooperative Bank, as certificate administrator N.A. (in such capacity, the “Certificate AdministratorNCB”), as tax administrator NCB master servicer and as custodian (in such capacityNCB special servicer, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Computershare Trust Company, N.A., as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS BofA Securities, Inc. (“BofA Securities”), Xxxxxx Xxxxxxx & Co. LLC (“MS&Co.”), X.X. Xxxxxx Securities LLC (“UBS SecuritiesJPMS”), Xxxxxxx Xxxxx & Co. LLC (“GS&Co.”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Natixis Securities Americas Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (“Natixis Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities”) (collectively , MS&Co., JPMS, GS&Co., CGMI, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS BofA Securities, Academy Securities MS&Co., JPMS, GS&Co., CGMI, Academy, Drexel and Natixis Securities Xxxxxxx Xxxxxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 11, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 11, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 5, 20162024, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23June 6, 2016 (2024, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 5, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), and Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations ReviewerTrustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), Cantor Xxxxxxxxxx & Co. (“CF&Co.”), CIBC World Markets Corp., Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Natixis Securities, SGAS, CF&Co., Drexel and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 3024, 2016 2018 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 3024, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 2217, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 2217, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Deutsche Bank Securities Inc. (“Academy DBSI”), SG Americas Securities, LLC (“SGAS”) and ), Natixis Securities Americas LLC (“Natixis Securities”), CIBC World Markets Corp. (“CIBC World Markets”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy DBSI, SGAS, Natixis Securities and Natixis Securities Academy (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 1, 2016 2017 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 1, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 25, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23July 28, 2016 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 25, 20162017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Deutsche Bank Securities Inc. (“DBSI”) and Natixis Securities Americas LLC (“Natixis SecuritiesNatixis”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesAcademy, Academy Securities DBSI and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30March 23, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 23, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 14, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 14, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), and Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations ReviewerTrustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), Cantor Xxxxxxxxxx & Co. (“CF&Co.”), CIBC World Markets Corp., Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Natixis Securities, SGAS, CF&Co., Drexel and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30November 28, 2016 2018 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30November 28, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 15, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 15, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October May 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), UBS Securities LLC (“UBS Securities”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, UBS Securities, Drexel and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 1, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 1, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22April 24, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22April 24, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and administrator, as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC Barclays Capital Inc. (“WFSBarclays Capital”), UBS Securities LLC (“UBS Securities”), Academy SG Americas Securities, Inc. LLC (“Academy SecuritiesSGAS”) and ), Natixis Securities Americas LLC (“Natixis Securities”), KeyBanc Capital Markets Inc. (“KeyBanc”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS Securities, Academy SGAS, Natixis Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 20, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 20, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22May 13, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 13, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October December 1, 2016 2022 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC Barclays Capital Inc. (“WFSBarclays Capital”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.BMO Capital Markets Corp.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October July 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate AdvisorsBellOak, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), KeyBanc Capital Markets Inc. (“KeyBanc”), Xxxxxxxx Capital, LLC (“Xxxxxxxx”) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof June 21, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, SGAS, UBS Securities, BMO Capital Markets, DBSI, CGMI, KeyBanc, Xxxxxxxx and Academy Securities and Natixis Securities (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof June 21, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 21, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 21, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 17, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 17, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof June 21, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2020 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, Credit Suisse, UBS Securities, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 28, 2016 2020 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 28, 2016 2020 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22May 21, 20162020, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 21, 20162020, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sellBorrower, assignthe lenders party thereto, transferBank of America, set over and otherwise convey to the PurchaserN.A., without recourse, representation or warranty, other than as set forth hereinrevolver administrative agent, and Royal Bank of Canada, as administrative agent and collateral agent, have entered into that certain First Lien Credit Agreement, dated as of the Purchaser desires to purchasedate hereof, subject to the terms providing for a revolving credit facility and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A term loan (as such schedule may be amended amended, restated, supplemented, modified, replaced or Refinanced from time to time pursuant to in accordance with the terms thereof and hereof, the “Mortgage Loan ScheduleFirst Lien Credit Agreement”). The Purchaser intends to create a trust (the “Trust”)Borrower, the primary assets lenders party thereto and Royal Bank of which will be a segregated pool of commercialCanada, multifamily and/or manufactured housing community mortgage loansas administrative agent and collateral agent, have entered into that includes the Mortgage Loans. Beneficial ownership certain Second Lien Credit Agreement dated as of the assets of date hereof providing for a term loan (as amended, restated, supplemented, modified, replaced or Refinanced from time to time in accordance with the Trust (such assets collectivelyterms thereof and hereof, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “CertificatesSecond Lien Credit Agreement”). Certain classes Pursuant to (i) the First Lien Credit Agreement, the Grantors and the Borrower have agreed to cause certain current and future Subsidiaries to agree to guaranty certain of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued First Lien Obligations pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, Subsidiary Guaranty dated as of the date hereof (the “Underwriting First Lien Subsidiary Guaranty”) and (ii) the Second Lien Credit Agreement”), between the Purchaser, Xxxxx Fargo Bank Grantors and the Underwriters. The Purchaser intends Borrower have agreed to sell cause certain current and future Subsidiaries to agree to guaranty certain of the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) Second Lien Obligations pursuant to a certificate purchase agreement, Subsidiary Guaranty dated as of the date hereof (the “Certificate Purchase AgreementSecond Lien Subsidiary Guaranty”). The obligations of the Borrower under the First Lien Credit Agreement, between the Purchaser, Xxxxx Fargo obligations of the Borrower under certain Hedge Agreements and certain agreements governing any Bank Product Obligations and the Initial Purchasersobligations of the Subsidiary Guarantors under the First Lien Subsidiary Guaranty will be secured on a first priority basis by liens on substantially all the assets of the Borrower and the Subsidiary Guarantors, respectively, pursuant to the terms of the First Lien Collateral Documents. The Certificates are more fully described obligations of the Borrower under the Second Lien Credit Agreement and the obligations of the Subsidiary Guarantors under the Second Lien Subsidiary Guaranty will be secured on a second priority basis by liens on substantially all the assets of the Borrower and the Subsidiary Guarantors, respectively, pursuant to the terms of the Second Lien Collateral Documents. The First Lien Documents and the Second Lien Documents provide, among other things, that the parties thereto shall set forth in (a) that certain prospectus dated September 30this Agreement their respective rights and remedies with respect to the Collateral. In order to induce the First Lien Secured Parties and Second Lien Secured Parties to extend credit and other financial accommodations to or for the benefit of the Borrower, 2016 (together with all annexes and exhibits theretoor any other Grantor, the “Prospectus”), relating Representatives on behalf of the Secured Parties have agreed to the Registered Certificates lien subordination, intercreditor and (b) that certain private placement memorandumother provisions set forth in this Agreement. The Grantors may, dated September 30from time to time, 2016 (together with all annexes and exhibits theretoto the extent permitted by this Agreement, the “Private Placement Memorandum”)First Lien Documents and the Second Lien Documents, relating incur additional secured debt which the Grantors and the debtholders thereunder may elect, subject to the Non-Registered Certificatesterms and conditions hereof, as each may and of the First Lien Documents and of the Second Lien Documents, to be amended secured by the Collateral on a first priority basis or supplemented at any time hereaftera second priority basis. The Mortgage Loan Seller will indemnify In consideration of the Depositorforegoing, the Underwritersmutual covenants and obligations herein set forth and for other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the Initial Purchasers First Lien Representative (for itself and certain related parties with respect to certain disclosure regarding on behalf of the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits theretoInitial First Lien Secured Parties), as amended the Initial Second Lien Representative (for itself and supplemented by that certain supplement to on behalf of the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”Initial Second Lien Secured Parties), each Additional First Lien Representative (bfor itself and on behalf of the Additional First Lien Secured Parties represented by it) that certain preliminary private placement memorandum, dated September 22, 2016, relating to and each Additional Second Lien Representative (for itself and on behalf of the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”Additional Second Lien Secured Parties represented by it), (c) the Prospectusintending to be legally bound, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated hereby agree as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.follows:

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy SG Americas Securities, Inc. LLC (“Academy SecuritiesSGAS”) and ), Natixis Securities Americas LLC (“Natixis Securities”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.the

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations ReviewerTrustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), Cantor Xxxxxxxxxx & Co. (“CF&Co.”), CIBC World Markets Corp., Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Natixis Securities, SGAS, CF&Co., Drexel and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 7, 2016 2018 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 7, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 30, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 30, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October 1, 2016 2023 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management 3650 REIT Loan Servicing LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate AdvisorsBellOak, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo SecuritiesBarclays Capital Inc. (“Barclays Capital”), Deutsche Bank Securities Inc. (“DBSI”), BMO Capital Markets Corp. (“BMO Capital”), Citigroup Global Markets Inc. (“CGMI”), Xxxxxx Xxxxxxxx, LLC (“WFSDrexel”)) and Xxxxxxxx Capital, UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesXxxxxxxx”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof September 15, 2023 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesDBSI, Academy Securities BMO Capital, CGMI, Drexel and Natixis Securities Xxxxxxxx (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof September 15, 2023 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 3015, 2016 2023 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 3015, 2016 2023 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 2211, 20162023, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 2211, 20162023, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof September 15, 2023 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or and manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A A, (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October February 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.among the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), Wilmington TrustRialto Capital Advisors, National AssociationLLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust Advisor”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS RBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy RBS Securities”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.the

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A A, (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust Advisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS RBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy RBS Securities”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.the

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2015 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust Advisor”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Credit Suisse Securities (USA) LLC (“UBS SecuritiesCredit Suisse”), Academy Securities, ) and Deutsche Bank Securities Inc. (“Academy Securities”) DBSI” and, collectively with WFS and Natixis Securities Americas LLC (“Natixis Securities”) (collectively Credit Suisse in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities Credit Suisse and Natixis Securities DBSI (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30March 27, 2016 2015 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated January 28, 2015 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30March 27, 2016 2015 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22March 18, 20162015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), thereto (as amended and supplemented by that certain supplement to the preliminary free writing prospectus, dated September 23March 24, 2016 (collectively2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 18, 20162015, relating to the Non-Registered Certificates (Certificates, together with all annexes and exhibits thereto) thereto (as supplemented by that certain supplement to the preliminary private placement memorandum, dated March 24, 2015, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities SG Americas Securities, LLC (“Natixis SG Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays, UBS Securities, Academy Securities and Natixis SG Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 11, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 11, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) ), as amended and supplemented by supplement to the preliminary private placement memorandum, dated July 13, 2016 (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October August 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC Barclays Capital Inc. (“WFSBarclays Capital”), UBS Securities LLC (“UBS Securities”), Academy Securities, Deutsche Bank Securities Inc. (“Academy DBSI”), Xxxxxxx Xxxxx & Co. LLC (“GS&Co”), SG Americas Securities, LLC (“SGAS”), Xxxxx Fargo Securities, LLC (“WFS”), Xxxxxxxx Capital, LLC (“Bancroft”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof August 8, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS Securities, Academy Securities DBSI, GS&Co, SGAS, WFS, Xxxxxxxx and Natixis Securities Drexel (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof August 8, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 9, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 9, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 5, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 5, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof August 8, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays Capital, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30October 23, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30October 23, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 15, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 15, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC Barclays Capital Inc. (“WFSBarclays Capital”), UBS Securities LLC (“UBS Securities”), Academy SG Americas Securities, Inc. LLC (“Academy SecuritiesSGAS”) and ), Natixis Securities Americas LLC (“Natixis Securities”), CIBC World Markets Corp. (“CIBC Markets”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS Securities, SGAS, Natixis Securities, Drexel and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 12, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 12, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 5, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 5, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October March 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management 3650 REIT Loan Servicing LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), Deutsche Bank Securities Inc. (“DBSI”), BMO Capital Markets Corp. (“BMO Capital”), Citigroup Global Markets Inc. (“CGMI”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), Academy SecuritiesXxxxxx Xxxxxxxx, Inc. LLC (“Academy SecuritiesDrexel”) and Natixis Securities Americas Xxxxxxxx Capital, LLC (“Natixis SecuritiesXxxxxxxx”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof March 15, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesDBSI, Academy Securities BMO Capital, CGMI, Drexel and Natixis Securities Xxxxxxxx (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof March 15, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30March 15, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 15, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 12, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 12, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof March 15, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October February 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, KeyBank National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCArgentic Services Company LP, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate AdvisorsBellOak, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas LLC Xxxxxxxx Financial Group, Inc. (“Natixis SecuritiesMischler”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof January 29, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, Academy Securities and Natixis Securities Mischler (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof January 29, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30January 29, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30January 29, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22January 24, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22January 24, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof January 29, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. A. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchaseparties intend that, subject to the terms and conditions of this Agreement, (i) a new Delaware corporation referred to herein as Newco has been formed by Caldera solely for the purpose of the transactions contemplated hereunder; (ii) a newly formed, wholly owned subsidiary of Newco ("Merger Sub") will be merged with and into Caldera, with Caldera being the surviving corporation of such merger (the "Merger"), and all outstanding Caldera securities will be converted, on a share for share basis, into Newco securities having identical rights, preferences and privileges, with Newco assuming any and all outstanding options and other rights to purchase shares of capital stock of Caldera (with all such Newco securities issued to former Caldera security holders initially representing the Caldera Percentage Interest in Newco), all on the terms set out in this Agreement and in the Certificate of Merger substantially in the form of Exhibit A hereto (the "Certificate of Merger") and the applicable provisions of Delaware Law; (iii) SCO and certain of its subsidiaries as herein specified will contribute to Newco, all on the terms herein specified, all of the Contributed Stock of the Contributed Companies (with each of the Contributed Companies thereby becoming a wholly owned subsidiary of Newco) and the Contributed Assets in consideration for the issuance by Newco to SCO of shares of Common Stock of Newco, $0.001 par value ("Newco Common Stock"), and (iv) Newco will assume all options to acquire common stock of SCO held by the Employees (other than Davix XxXxxxx, Xxck Xxxxx xxx Jim Xxxx) xxred or retained by Caldera (the "Optionees") and such options will be converted into options to purchase Newco Common Stock ("Newco Options") as set forth herein, which Newco Common Stock issued to SCO and Newco Options will represent in the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant aggregate a fully diluted equity interest in Newco equal to the terms hereof, difference between 100% and the “Mortgage Loan Schedule”)Caldera Percentage Interest. The Purchaser intends to create a trust transactions described in subpart (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership iii) and (iv) of the assets of foregoing sentence are collectively the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers"SCO Transaction."

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2021 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and administrator, as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities KeyBanc Capital Markets Inc. (“KeyBanc”), Xxxxxxxx Capital, LLC (“UBS SecuritiesXxxxxxxx”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesSGAS, KeyBanc, Xxxxxxxx and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30February 18, 2016 2021 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30February 18, 2016 2021 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22February 11, 20162021, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22February 11, 20162021, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2020 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 20, 2016 2020 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 20, 2016 2020 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 12, 20162020, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 12, 20162020, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. Contemporaneously with this Agreement, Xxxxxx has made a loan to ___________________________ (the “Borrower”) in the principal amount of $_____________.00 (the “Loan”). The Mortgage Loan Seller desires is evidenced by the Supplemental Healthcare Facility Note made by the Borrower in favor of the Lender, dated as of even date herewith (the “Note”), which Note is secured in part by the healthcare facility commonly known as [________________] (the “Healthcare Facility”), authorized to sellreceive mortgage insurance under [Section 232 pursuant to Section §223(d) or §241(a)] of the National Housing Act, assignas amended, transferand located on the real property legally described on Exhibit A attached hereto and incorporated herein by reference (the “Land”) (the Healthcare Facility and any other improvements situated on the Land are referred to herein as the “Improvements”) (the Land, set over the Healthcare Facility, and otherwise convey any other Improvements, together with any and all assets of whatever nature or wherever situated related to the PurchaserLoan, without recourseare hereinafter sometimes referred to as the “Project”). Xxxxxxxx has leased the Healthcare Facility to Master Tenant pursuant to that certain [Name of Master Lease], representation dated as of [______________], as amended from time to time (“Master Lease”). Master Tenant has subleased the Healthcare Facility to [__________________] (the “Operator”) to operate the Healthcare Facility, pursuant to that certain [title of Operator’s sub-lease with Master Tenant] dated as of [____________] (“Sublease”), as now or warrantyhereafter amended, other than as set forth hereinand/or renewed or extended. Operator is subject to that certain Supplemental Healthcare Regulatory Agreement-Operator, between Operator and the Purchaser desires to purchaseUnited States Department of Housing and Urban Development, subject acting by and through the Secretary, his or her successors, assigns or designates (“HUD”), relating to the terms Healthcare Facility and conditions set forth hereinmade as of substantially even date herewith, as the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule same may be amended from time to time (“Operator Regulatory Agreement”). Master Tenant is subject to that certain Supplemental Healthcare Regulatory Agreement-Master Tenant, between Master Tenant and HUD relating to the Healthcare Facility and made as of substantially even date herewith, as the same may be amended from time to time (“Master Tenant Regulatory Agreement”). In addition to the Healthcare Facility, Master Tenant is or will be leasing a number of other healthcare facilities (“Other Healthcare Facilities”), pursuant to the terms hereofMaster Lease, and subleasing each in turn to an affiliated operator (collectively, “Other Operators”), each pursuant to a sublease agreement, as now or hereafter amended and/or renewed or extended (collectively the “Other Subleases”). Lender has or may extend loans in connection with each of the Other Healthcare Facilities, each such loan insured by HUD pursuant to Section 232 of the National Housing Act, as amended, or subsequent legislation (the “Other FHA-insured Loans”). In connection with the Loan, the Borrower, among other things (i) granted to the Lender the Supplemental Healthcare [Mortgage, Deed of Trust, Deed to Secure Debt, Security Deed or other Designation as appropriate in Jurisdiction], Assignment of Leases, Rents and Revenue and Security Agreement, dated as of even date herewith, encumbering the Project, which has been or is being recorded in the real estate records of the jurisdiction in which the Land is located (the “Mortgage Loan ScheduleSecurity Instrument”), and (ii) entered into a Supplemental Healthcare Regulatory Agreement-Borrower with HUD, dated as of even date herewith (the “Borrower Regulatory Borrower Regulatory Agreement”). The Purchaser intends Master Tenant expects to create a trust benefit from the leasing, subleasing, and operation of the Healthcare Facility and has agreed to enter into this Agreement with the Secured Party as security for the Obligations (as defined below). This Agreement, the Note, the Security Instrument, the Borrower Regulatory Agreement, the Operator Regulatory Agreement, the Master Tenant Regulatory Agreement, the Operator Security Agreement, and all other agreements, instruments, and documents which now or in the future exist, in connection with or related to the Loan, whether executed or delivered by or on behalf of Borrower, Operator or Master Tenant, as the same may be amended from time to time, are sometimes collectively referred to as the “Trust”)Loan Documents.” The Master Lease and Sublease shall not be considered Loan Documents. The Master Lease, the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectivelyOperator Regulatory Agreement, the “Trust Fund”) will be evidenced Master Tenant Regulatory Agreement, this Agreement, any agreements subordinating the Master Lease to the Loan, the Subtenant Cross-Default Guaranty, and all other agreements, instruments, and documents which now or in the future exist, in connection with or related to the Master Lease, whether executed or delivered by a series or on behalf of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933Borrower, Operator or Master Tenant, as the same may be amended (the “Securities Act”)from time to time, and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant are sometimes collectively referred to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (Lease Documents.” As a party to the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator Sublease and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision an affiliate of the Pooling Operator, Master Xxxxxx acknowledges and Servicing Agreement agrees that it shall be to benefit directly or indirectly from the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf making of the Trust contemporaneously Loan to Borrower. [If applicable, include the following sentence: Further, Master Tenant acknowledges that it has an identity of interest with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial PurchasersBorrower.]

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, commercial and multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, commercial and/or multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October April 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), and Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Xxxxxx Xxxxxxx & Co. LLC (“MSC”), Xxxxxx Xxxxxxxx, LLC (“Drexel”), Brean Capital, LLC (“Brean”) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, MSC, Drexel, Brean and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30March 28, 2016 2019 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 28, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 20, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23March 21, 2016 2019 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 20, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community commercial mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community commercial mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2023 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCKeyBank National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Computershare Trust Company, N.A., as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS BofA Securities, Inc. (“BofA Securities”), Xxxxxx Xxxxxxx & Co. LLC (“MS&Co.”), X.X. Xxxxxx Securities LLC (“UBS SecuritiesJPMS”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Natixis Securities Americas Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (“Natixis Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities”) (collectively , MS&Co., JPMS, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS BofA Securities, Academy Securities MS&Co., JPMS, Academy, Drexel and Natixis Securities Xxxxxxx Xxxxxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September November 30, 2016 2023 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September November 30, 2016 2023 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 27, 20162023, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 27, 20162023, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays Capital, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 6, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 6, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 30, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated August 2, 2019 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated July 30, 2019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 2, 20162019 (collectively, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October February 1, 2016 2022 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), Xxxxxxxx Financial Group, Inc. (“Mischler”) and Academy Securities, Inc. (“Academy”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof February 2, 2022 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, SGAS, UBS Securities, Natixis Securities, Mischler and Academy Securities and Natixis Securities (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof February 2, 2022 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30February 3, 2016 2022 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30February 3, 2016 2022 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22January 26, 20162022, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22January 26, 20162022, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof February 2, 2022 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, KeyBank National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, ) and as special servicer (in such capacity, the “Special Servicer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), Xxxxxxxx Capital, LLC (“Xxxxxxxx”) and Academy Securities, Inc. (“Academy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS KeyBanc, SGAS, Natixis Securities, Xxxxxxxx and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30November 6, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30November 6, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 30, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 30, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October September 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis SecuritiesDBSI”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities DBSI (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 3015, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 3015, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 226, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 226, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community and residential cooperative mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2024 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLCArgentic Services Company LP, as general special servicer (the “General Special Servicer”), Xxxxx Fargo National Cooperative Bank, as certificate administrator N.A. (in such capacity, the “Certificate AdministratorNCB”), as tax administrator NCB master servicer and as custodian (in such capacityNCB special servicer, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”) and Deutsche Bank National Trust Company, as NCB co-trustee (the “NCB Co-Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Xxxxxxx Xxxxx & Co. LLC (“GS&Co.”), SG Americas Securities, LLC (“SGAS”), X.X. Xxxxxx Securities LLC (“UBS SecuritiesJPMS”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Natixis Securities Americas Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (“Natixis Securities”) (Xxxxxxx Xxxxxxxx” and together with WFS, GS&Co., SGAS, JPMS, Academy and Drexel collectively in such capacitycapacities, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesGS&Co., Academy Securities SGAS, JPMS, Academy, Drexel and Natixis Securities Xxxxxxx Xxxxxxxx (collectively in such capacitycapacities, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 20, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 20, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 12, 20162024, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 12, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October February 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Deutsche Bank Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) Barclays Capital Inc. (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Deutsche Bank Securities Inc. and Natixis Securities Barclays Capital Inc. (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30February 5, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30February 5, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22January 26, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23January 29, 2016 (2016, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22January 26, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (thereto and as supplemented by that certain supplement to the preliminary private placement memorandum, dated January 29, 2016, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October May 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30May 1, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30May 1, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22April 24, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 last Time of Sale as defined in the Indemnification Agreement) (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22April 24, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 28, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 28, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 19, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 19, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30October 11, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30October 11, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 1, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 1, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by (i) a series of mortgage pass-through certificates (the “Certificates”)) and (ii) the RR Interest. Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued and the RR Interest will be created pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2021 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, KeyBank National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities KeyBanc Capital Markets Inc. (“KeyBanc”), BMO Capital Markets Corp. (“BMO Capital Markets”), Xxxxxx Xxxxxxxx, LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesDrexel”) and Natixis Securities Americas Xxxxxxxx Capital, LLC (“Natixis SecuritiesXxxxxxxx”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof November 17, 2021 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesSGAS, Academy Securities KeyBanc, BMO Capital Markets, Drexel and Natixis Securities Xxxxxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30November 19, 2016 2021 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30November 19, 2016 2021 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 9, 20162021, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 9, 20162021, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2020 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays Capital, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30December 4, 2016 2020 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30December 4, 2016 2020 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 28, 20162020, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 28, 20162020, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, commercial and multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, commercial and multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Banc of America Xxxxxxx Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to BofA Securities, Inc. (“BofA Securities”), Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis Drexel,” and collectively with BofA Securities”) (collectively , WFS, MS&Co. and Academy in such capacitycapacities, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank of America, National Association (“BANA”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to BofA Securities, WFS, UBS SecuritiesMS&Co., Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, BANA and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to BANA, Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”) and Xxxxxx Xxxxxxx Bank, N.A. (“MSBNA”) pursuant to the RR Interest Transfer Agreement, dated as of the date hereof (the “RR Interest Transfer Agreement”), between the Depositor, BANA, Xxxxx Fargo Bank and the Initial PurchasersMSBNA. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 2224, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement of the last Time of Sale (as defined in the Indemnification Agreement) with respect to the preliminary prospectusRegistered Certificates, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 2224, 20162019, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by (i) a series of mortgage pass-through certificates (the “Certificates”)) and (ii) the RR Interest. Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued and the RR Interest will be created pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2020 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), Xxxxxxxx Capital, LLC (“Xxxxxxxx”) and Academy Securities, Inc. (“Academy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS KeyBanc, SGAS, Natixis Securities, Xxxxxxxx and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 16, 2016 2020 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 16, 2016 2020 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 9, 20162020, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 9, 20162020, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis SecuritiesDBSI”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities DBSI (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30November 29, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30November 29, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 14, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 14, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital C-III Asset Management LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas LLC Citigroup Global Markets Inc. (“Natixis SecuritiesCitigroup”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays, Academy Securities and Natixis Securities Citigroup (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30October 25, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30October 25, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 18, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 18, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital C-III Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, UBS Securities, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 24, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 24, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 14, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated June 19, 2019 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated June 14, 2019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 19, 20162019 (collectively, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 13, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 13, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 6, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 6, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations ReviewerTrustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Cantor Xxxxxxxxxx & Co. (“CF&Co.”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Natixis Securities, SGAS, KeyBanc, CF&Co., Drexel, and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 28, 2016 2018 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 28, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22June 18, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23June 22, 2016 2018 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22June 18, 20162018, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community commercial mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community commercial mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”)) and the VRR Interest. Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates and the VRR Interest will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among J.X. Xxxxxx Cxxxx Commercial Mortgage Securities, Inc.Securities Corp., as depositor (the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), and Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx J.X. Xxxxxx Securities LLC (“JPMS”), Mxxxxx Sxxxxxx & Co. LLC (“MS&Co.”), Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Dxxxxx Xxxxxxxx, LLC (“Natixis Securities”) (Drexel” and, collectively with JPMS, MS&Co., WFS and Academy, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank JPMorgan Chase Bank, National Association (“JPMCB”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the VRR Interest) to JPMS, MS&Co., WFS, UBS Securities, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank JPMCB and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 20, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 20, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the VRR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 14, 20162024, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 14, 20162024, relating to the Non-Registered Certificates (other than the VRR Interest) (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 2021 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Natixis Securities Americas Xxxxxxx Xxxxxxxx Shank & Co., LLC (“Natixis SecuritiesXxxxxxx Xxxxxxxx Xxxxx”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Credit Suisse, UBS Securities, Academy Securities Academy, Drexel and Natixis Securities Xxxxxxx Xxxxxxxx Xxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30July 20, 2016 2021 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30July 20, 2016 2021 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 12, 20162021, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 12, 20162021, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer and as NCB special servicer, Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas LLC Citigroup Global Markets Inc. (“Natixis SecuritiesCitigroup”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS Securities, Academy Securities and Natixis Securities Citigroup (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to sell the RR Interest to the Mortgage Loan Seller pursuant to the RR Interest Purchase Agreement, dated as of March 1, 2017, by and between the Depositor and the Mortgage Loan Seller. The Certificates are more fully described in (a) that certain prospectus dated September 30March 13, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 13, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September February 22, 20162017, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by (i) that certain supplement to the preliminary prospectus, dated September 23February 24, 2016 2017 and (ii) that certain supplement to the preliminary prospectus, dated March 10, 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September February 22, 20162017, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto), as amended and supplemented by (i) that certain supplement to the preliminary private placement memorandum, dated February 24, 2017 and (ii) that certain supplement to the preliminary private placement memorandum, dated March 10, 2017 (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires Issuer deems it necessary to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended issue from time to time for its lawful purposes senior debt securities (hereinafter called the “Securities”) evidencing its unsecured and unsubordinated indebtedness, and has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of the Securities, unlimited as to principal amount, to bear interest at the rates or formulas, to mature at such times and to have such other provisions as shall be fixed as hereinafter provided. The Guarantor deems it necessary to provide its Guarantee (as defined herein) of the Issuer’s obligations under some or all of the Securities as contemplated herein. This Indenture has been amended and restated in its entirety pursuant to the terms Eighth Supplemental Indenture to the Original Indenture, dated January 3, 2023, among the Issuer, the Guarantor and the Trustee, in accordance with Sections 901(2) and 901(9) of the Original Indenture, in order to (i) amend the Original Indenture to provide a full and unconditional guarantee of the obligations of the Issuer by the Guarantor in respect of (x) each series of the Outstanding Securities (as defined herein) and (y) at the election of the Issuer, as set out in Article Four of this Indenture, for the benefit of Holders of each series of Securities created on or after the date hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership in each case in accordance with Section 901(2) of the assets Original Indenture, and (ii) make certain other changes to the Indenture consistent with the foregoing provisions in accordance with Section 901(9) of the Original Indenture. This Indenture is subject to the provisions of the Trust (Indenture Act of 1939, as amended, that are deemed to be incorporated into this Indenture and shall, to the extent applicable, be governed by such assets collectively, the “Trust Fund”) will be evidenced by provisions. All things necessary to make this Indenture a series of mortgage pass-through certificates (the “Certificates”). Certain classes valid agreement of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created Issuer and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1Guarantor, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously accordance with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securitiesterms, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasershave been done.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October November 1, 2016 2023 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, ) and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), BofA Securities, Inc. (“BofA Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities LLC KeyBanc Capital Markets Inc. (“UBS SecuritiesKeyBanc”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas LLC Xxxxxxxx Financial Group, Inc. (“Natixis SecuritiesMischler”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof October 19, 2023 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS BofA Securities, BMO Capital Markets, SGAS, KeyBanc, Academy Securities and Natixis Securities Mischler (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof October 19, 2023 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30October 20, 2016 2023 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30October 20, 2016 2023 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 16, 20162023, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 16, 20162023, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof October 19, 2023 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller PMCF desires to sell, assign, transfer, set over and otherwise convey to the PurchaserBSCMSI, without recourse, representation or warranty, other than as set forth herein, and the Purchaser BSCMSI desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community and commercial mortgage loans (collectively, the “"Mortgage Loans”") identified on the schedule annexed hereto as Exhibit A (the "Mortgage Loan Schedule"), as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser BSCMSI intends to create a trust (the “"Trust”"), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community and commercial mortgage loans, loans that includes the Mortgage Loans and certain other commercial and multifamily mortgage loans (collectively, the "Trust Mortgage Loans"). Beneficial ownership of the assets of the Trust (such assets collectively, the “"Trust Fund”") will be evidenced by a series of mortgage pass-through certificates (the “"Certificates”"). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations Fitch, Inc. and Standard & Poor's, a division of The McGraw Hill Companies, Inc. (together, the “"Rating Agencies”"). Certain classes of the Certificates (the “"Registered Certificates”") will be registered under the Securities Act of 1933, as amended (the “"Securities Act”"), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October September 1, 2016 2006 (the “"Pooling and Servicing Agreement”"), between Xxxxx Fargo Commercial Mortgage Securitiesamong BSCMSI, as depositor (in such capacity, the "Depositor"), Prudential Asset Resources, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as a master servicer (in such capacity, the “a "Master Servicer”"), CWCapital Asset Management LLCWells Fargo Bank, Natxxxxx Association, as special a master servicer (the “Special in such capacity, a "Master Servicer”"), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “"Certificate Administrator”), ") and as tax administrator and as custodian (in such capacity, the “Custodian”"Tax Administrator"), Wilmington TrustLNR Partners, Inc., as a special servicer (a "Special Servicer"), and LaSalle Bank National Association, as trustee (the “"Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”"). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser BSCMSI will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser BSCMSI intends to sell the Registered Certificates to Xxxxx Fargo SecuritiesBear, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Stearns & Co. Inc. (“Academy Securities”"XXX") xnd Morgan Stanley & Co. Xxxxxxoxxxxx ("Morgan Stanley"; and Natixis Securities Americas LLC (“Natixis Securities”) (collectively xxxxxxex xxxx BSC in such capacity, the “"Underwriters”) "), pursuant to an underwriting agreement, dated as of the date hereof (the “"Underwriting Agreement”"), between the Purchaser, Xxxxx Fargo Bank among BSCMSI and the Underwriters. The Purchaser ; and BSCMSI intends to sell the remaining Certificates (the "Non-Registered Certificates Certificates") to WFS, UBS Securities, Academy Securities BSC and Natixis Securities Morgan Stanley (collectively in such capacitytogetxxx xx xxxx xxpacities, the “"Initial Purchasers”") pursuant to a certificate purchase agreement, dated as of the date hereof (the “"Certificate Purchase Agreement”"), between the Purchaser, Xxxxx Fargo Bank among BSCMSI and the Initial Purchasers. The Registered Certificates are more fully described in (a) that certain the prospectus dated September 3013, 2016 2006 (the "Base Prospectus"), and the supplement to the Base Prospectus dated September 13, 2006 (the "Prospectus Supplement"; and, together with all annexes and exhibits theretothe Base Prospectus, the “"Prospectus”"), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller Non-Registered Certificates are more fully described in the private placement memorandum dated the date hereof (the "Memorandum"), as it may be amended or supplemented at any time hereafter. PMCF will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain the disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “"Indemnification Agreement”"), among the Mortgage Loan SellerPMCF, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “Special Servicer”), Xxxxx NCB, FSB, as NCB master servicer (in such capacity, the “NCB Master Servicer”), NCB, FSB, as NCB special servicer (in such capacity, the “NCB Special Servicer”), Park Bridge Lender Services LLC, as trust advisor (the “Trust Advisor”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Barclays Capital Inc. (“Academy SecuritiesBarclays”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and Barclays in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities WFS and Natixis Securities Barclays (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 29, 2014 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22December 8, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22December 8, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community commercial mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community commercial mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October April 1, 2016 2023 (the “Pooling and Servicing Agreement”), between among Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Computershare Trust Company, N.A., as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities BofA Securities, Inc. (“BofA Securities”), Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy SecuritiesAcademy”), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Natixis Securities Americas Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (“Natixis Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities”) (collectively , MS&Co., CGMI, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS BofA Securities, Academy Securities MS&Co., CGMI, Academy, Drexel and Natixis Securities Xxxxxxx Xxxxxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Xxxxx Fargo Bank, National Association (“Xxxxx Fargo”), Citi Real Estate Funding Inc. (“CREFI”) and Xxxxxx Xxxxxxx Bank, N.A. (“MSBNA”) pursuant to the RR Interest Transfer Agreement, dated as of March 30, 2023 (the “RR Interest Transfer Agreement”), between the Depositor, Xxxxx Fargo, CREFI and MSBNA. The Certificates are more fully described in (a) that certain prospectus dated September 30March 31, 2016 2023 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 31, 2016 2023 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 23, 20162023, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 23, 20162023, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A, except in the case of the Mortgage Loan identified on Exhibit A as CSM Bakery Supplies Portfolio II, only the portion of such Mortgage Loan secured by the individual properties other than the individual properties identified on Exhibit A as 0000 Xxxxxx Xxxxxx, 00000 Xxxxxxx Xxxxxx and 00000 Xxxxxxx Xxxx Xxxxx (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October September 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.among the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as general special servicer (the “Special Servicer”), NCB, FSB, as NCB master servicer (in such capacity, the “NCB Master Servicer”), NCB, FSB, as NCB special servicer (in such capacity, the “NCB Special Servicer”), Pentalpha Surveillance LLC, as trust advisor (the “Trust Advisor”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS RBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy RBS Securities”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy RBS Securities and Natixis Citigroup Global Markets Inc. (“Citigroup” and, collectively with WFS and RBS Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 309, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 29, 2014 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 309, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22August 29, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 29, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires Pursuant to sellthat certain Master Repurchase Agreement, assigndated as of June 29, transfer2018 (as amended, set over and restated, supplemented or otherwise convey modified from time to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectivelytime, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Repurchase Agreement”), between Xxxxx Fargo Commercial Mortgage SecuritiesBuyer and CMTG JP Finance LLC, Inc.a Delaware limited liability company (“Seller”), Seller has agreed to sell, from time to time, to Buyer certain Eligible Assets (as depositor defined in the Repurchase Agreement, upon purchase by Buyer, each a “Purchased Asset” and, collectively, the “Purchased Assets”), upon the terms and subject to the conditions as set forth therein. Pursuant to the terms of that certain Custodial Agreement dated June 29, 2018 (the “DepositorCustodial Agreement”)) by and among Buyer, Seller and Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington TrustCustodian is required to take possession of the Purchased Assets, National Associationalong with certain other documents specified in the Custodial Agreement, as trustee Custodian of Buyer and any future purchaser, on several delivery dates, in accordance with the terms and conditions of the Custodial Agreement. Pursuant to the terms of that certain Pledge Agreement dated as of June 29, 2018 (the “TrusteePledge Agreement”), and Trimont Real Estate Advisors, ) made by CMTG JP Finance Holdco LLC, as operating advisor a Delaware limited liability company (in such capacity, the “Operating AdvisorParent”) and as asset representations reviewer (in such capacityfavor of Buyer, Parent has pledged to Buyer all of the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date Pledged Collateral (as defined in Section 1 hereofthe Pledge and Security Agreement). Any reference to a provision of The Repurchase Agreement, the Pooling Custodial Agreement, the Depository Agreement, the Servicing Agreement, the Fee Letter, this Guarantee and Servicing any other agreements executed in connection with the Repurchase Agreement shall be referred to herein as the Pooling and Servicing Agreement as in full force and effect on the Closing Date“Governing Agreements”. It is anticipated that the Purchaser will transfer the Mortgage Loans a condition precedent to the Trustee on behalf purchase by Buyer of the Trust contemporaneously Purchased Assets pursuant to the Repurchase Agreement that Guarantor shall have executed and delivered this Guarantee with its purchase respect to the due and punctual payment and performance when due, whether at stated maturity, by acceleration of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo SecuritiesRepurchase Date or otherwise, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of all of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in following: (a) that certain prospectus dated September 30, 2016 (together all payment obligations owing by Seller to Buyer under or in connection with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and Repurchase Agreement or any other Governing Agreements; (b) any and all extensions, renewals, modifications, amendments or substitutions of the foregoing; (c) all fees and expenses, including, without limitation, reasonable attorneys’ fees and disbursements, that certain private placement memorandum, dated September 30, 2016 are incurred by Buyer in the enforcement of any of the foregoing or any obligation of Guarantor hereunder; and (together with all annexes d) any other obligations of Seller and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties Parent with respect to certain disclosure regarding Buyer under each of the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 Governing Agreements (collectively, the “Preliminary ProspectusObligations”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey Borrowers are indebted to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject Senior Creditor pursuant to the terms of a Third Amended and conditions set forth hereinRestated Credit Agreement (the "Credit Agreement") dated September 4, 1997, among the commercialBorrowers and the Senior Creditor, multifamily and/or manufactured housing community mortgage loans and may become further indebted to the Senior Creditor. All Indebtedness, liabilities and obligations of any of the Borrowers under the Credit Agreement or any other document or instrument evidencing, securing, guaranteeing or in any manner pertaining to the Loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage "Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”Documents"), and certain classes all other Indebtedness owing by any of Certificates the Borrowers to the Senior Creditor howsoever evidenced (such documents evidencing, securing, guaranteeing, or pertaining to such other Indebtedness are also included within the “Non-Registered Certificates”) will not be registered under definition of the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”"Loan Documents"), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor whether now or hereafter existing for principal or interest (including without limitation interest accruing after the “Depositor”commencement of any proceeding referred to in Section 3), Xxxxx Fargo Bankor for fees, National Association (“Xxxxx Fargo Bank”)expenses or otherwise, as master servicer (in such capacity, are herein called the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized "Senior Debt." All terms used but not in this Agreement shall, unless otherwise defined herein shall specifically given another meaning, have the respective meanings assigned ascribed to them in the Pooling Credit Agreement. LRA, LRA-NE, the Subordinated Creditor, Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxxx, Xxxx Xxxxxxxx and Servicing Xxxxxx Xxxxxxx have entered into an Agreement of Purchase and Sale of Assets (the "Amicus Agreement") dated as of September 4, 1997, for the sale by the Subordinated Creditor and the purchase by LRA-NE of substantially all of the assets (the "Assets") which are owned by the Subordinated Creditor. Pursuant to the terms of the Amicus Agreement, LRA-NE will become indebted to the Subordinated Creditor as evidenced by a 6% convertible subordinated promissory note (the "Note") in full force the original principal sum of $560,000.00, to be executed by LRA-NE payable to the order of the Subordinated Creditor. One or more of the Borrowers may, from time to time, become further indebted to the Subordinated Creditor for other or further Indebtedness, liabilities or obligations. All such Indebtedness now owing, and effect all other Indebtedness, liabilities or obligations any of the Borrowers to the Subordinated Creditor hereafter existing, are herein called the "Subordinated Debt." The foregoing term includes, but is not limited to, all obligations of any of the Borrowers owing to the Subordinated Creditor whether, (i) created directly or acquired by assignment or otherwise, (ii) evidenced by a note, open account, application for letter of credit, or otherwise, (iii) absolute or contingent, (iv) joint, several or independent, (v) arising by operation of law, or (vi) otherwise. LRA-NE has requested that the Senior Creditor consent to the sale and purchase transaction with the Subordinated Creditor to be evidenced by the Amicus Agreement. Conditioned on the Closing Date (as defined in Section 1 hereof). Any reference Subordinated Creditor and the Borrowers executing and delivering this Agreement to a provision the Senior Creditor and the acquisition of all of the Pooling and Servicing Agreement shall be Assets, the Senior Creditor is willing to consent to the Pooling Amicus Agreement, the sale and Servicing Agreement as in full force purchase transaction to occur pursuant thereto and effect on to the Closing Datecontinuation of the Loans to the Borrowers pursuant to the Credit Agreement. It is anticipated expressly understood and agreed by the parties that this Agreement relates to and includes all Indebtedness of any of the Purchaser will transfer the Mortgage Loans Borrowers to the Trustee on behalf of Subordinated Creditor, whether presently existing or to exist in the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasersfuture.

RECITALS. The 1. Pursuant to the Mortgage Loan Seller desires to sellPurchase Agreement, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1June 29, 2016 (the “Pooling 2007, by and Servicing Agreement”), between Xxxxx Fargo Commercial Structured Asset Mortgage Securities, Investments II Inc., as depositor (the “Depositor”)) and Alesco Loan Holdings Trust, Xxxxx Fargo Bank, National Association as mortgage loan seller (the “Xxxxx Fargo BankMortgage Loan Seller”) (the “MLPA”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer Mortgage Loan Seller has sold certain mortgage loans (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating AdvisorMortgage Loans”) and as asset representations reviewer (related assets to the Depositor, which has in such capacityturn sold them to the Issuing Entity. In addition, the “Asset Representations Reviewer”)Mortgage Loan Seller has made certain representations and warranties with respect to the Mortgage Loans, and has agreed to cure, repurchase or substitute each Mortgage Loan that is determined to have breached a representation or warranty made by it with respect thereto in accordance with Section 7 of the MLPA. Capitalized terms used but not otherwise defined herein shall have Pursuant to Section 13 of the respective meanings assigned MLPA, the Mortgage Loan Seller has agreed to them indemnify and hold harmless the Depositor and its directors, officers and controlling persons from and against any loss, claim, damage or liability or action arises out of, or is based upon any untrue statement of a material fact contained in the Pooling and Servicing Agreement as in full force and effect on the Closing Date Mortgage Loan Seller’s Information (as defined in Section 1 hereoftherein). Any reference Pursuant to a provision Section 7.02 of the Pooling Amended and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Restated Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreementAgreement, dated as of June 29, 2007, among the date hereof Depositor, the Owner Trustee and the Securities Administrator (the “Underwriting Trust Agreement”), between the Purchaser, Xxxxx Fargo Bank and Mortgage Loan Seller has agreed to indemnify the Underwriters. The Purchaser intends Indemnified Parties (as defined therein) for Expenses (as defined therein) for which the Depositor is required to sell indemnify the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities Indemnified Parties (collectively in such capacity, the “Initial Purchasers”as defined therein) pursuant to a certificate purchase agreement, dated as Section 7.02 of the date hereof Amended and Restated Trust Agreement, other than (1) any Expenses required to be covered by the “Certificate Purchase Master Servicer pursuant to Section 5.03 of the Sale and Servicing Agreement or (2) and any Expenses actually paid by the Depositor in accordance with Section 7.02 of the Amended and Restated Trust Agreement”), between (each of the Purchaserobligations in this paragraph, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary ProspectusGuaranteed Obligations”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. Contemporaneously with this Agreement, the Secured Party has made a loan to ___________________________ (the "Borrower") in the maximum principal amount of $_____________.00 (the "Loan"). The Mortgage Loan Seller desires is evidenced by the Healthcare Facility Note made by the Borrower in favor of the Secured Party, dated as of even date herewith (the "Note") in connection with the operation of a healthcare facility commonly known as [________________] (the “Healthcare Facility”), authorized to sellreceive mortgage insurance pursuant to Section 232 of the National Housing Act, assignas amended, transferor any subsequent legislation, set over and otherwise convey located on the real property legally described on Exhibit A-1 attached hereto and incorporated herein by reference (the "Land") (the Healthcare Facility and any other improvements situated on the Land are referred to herein as the “Improvements”) (the Land, the Healthcare Facility, and any other Improvements, together with any and all assets of whatever nature or wherever situated related to the PurchaserLoan, without recourseare hereinafter sometimes referred to as the “Project”). Xxxxxxxx has leased, representation or warrantyinter alia, other than the Healthcare Facility, to Master Tenant pursuant to that certain [Name of Master Lease], dated as set forth hereinof [______________], and as amended from time to time (“Master Lease”). Master Tenant has subleased the Purchaser desires Healthcare Facility to purchase[__________________] (the “Operator”) to operate the Healthcare Facility, pursuant to that certain [title of Operator’s sub-lease with Master Tenant] dated as of [____________] (“Sublease”). Operator is subject to that certain Regulatory Agreement (Operator) for Healthcare, relating to the terms Healthcare Facility and conditions set forth hereinmade as of substantially even date herewith, as the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule same may be amended from time to time (“Operator’s Regulatory Agreement”). Master Tenant is subject to that certain Regulatory Agreement (Master Tenant) for Healthcare, relating to the Healthcare Facility and made as of substantially even date herewith, as the same may be amended from time to time (“Master Tenant’s Regulatory Agreement”). In addition to the Healthcare Facility, Master Tenant is leasing a number of other healthcare facilities (“Other Healthcare Facilities”), pursuant to the terms hereofMaster Lease, and subleasing each in turn to an affiliated operator (collectively, “Other Operators”), each pursuant to a sublease agreement (collectively the “Mortgage Loan ScheduleOther Subleases”), located on the parcels of real property legally described on Exhibit A-2 attached hereto and incorporated herein by reference. Secured Party has or shall extend loans in connection with each of the Other Healthcare Facilities, each such loan insured by HUD pursuant to Section 232 of the National Housing Act, as amended, or subsequent legislation (the “Other FHA-insured Loans”). The Purchaser intends to create a trust As security for the Obligations (the “Trust”as defined below), the primary assets Borrower (i) granted to the Secured Party the Healthcare [Mortgage, Deed of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National AssociationDeed to Secure Debt, Security Deed or other Designation as trustee (the “Trustee”)appropriate in Jurisdiction], Assignment of Leases and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) Revenue and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreementSecurity Agreement, dated as of even date herewith, encumbering the date hereof Project, which has been or is concurrently herewith being recorded in the real estate records of the jurisdiction in which the Land are located (the “Underwriting Agreement”"Security Instrument"), between and (ii) entered into a Regulatory Agreement (Owner) with the PurchaserSecretary of Housing and Urban Development, Xxxxx Fargo Bank acting by and through the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities Federal Housing Commissioner (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement"HUD"), dated as of the even date hereof herewith (the “Certificate Purchase "Borrower’s Regulatory Agreement”"), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30Master Tenant expects to benefit from the leasing, 2016 (together subleasing, and operation of the Healthcare Facility and has agreed to enter into this Agreement with all annexes and exhibits theretothe Secured Party as additional security for the Obligations. The Note, the “Prospectus”)Security Instrument, relating the Borrower’s Regulatory Agreement, Operator’s Regulatory Agreement, the Master Tenant’s Regulatory Agreement, this Agreement, and all other agreements, instruments, and documents which are now existing or are in the future required by and/or delivered to Secured Party and/or HUD in connection with or related to the Registered Certificates and (b) that certain private placement memorandumLoan or the Obligations, dated September 30whether executed or delivered by or on behalf of Borrower, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesOperator or Master Tenant, as each the same may be amended or supplemented at any from time hereafter. The Mortgage to xxx, are sometimes collectively referred to as the "Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating Documents." As a party to the Registered Certificates (together with all annexes Sublease and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as affiliate of the date hereof (Operator, Master Tenant acknowledges and believes that it shall benefit directly from the “Indemnification Agreement”)making of the Loan. [If applicable, among include the Mortgage Loan Sellerfollowing sentence: Further, Master Tenant acknowledges that it is affiliated with, shares common ownership with, and/or has an identity of interest with the Depositor, the Underwriters and the Initial PurchasersBorrower.]

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October July 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Wxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Wxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), CWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), Xxxxx National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “NCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), Wxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities SG Americas Securities, LLC (“Natixis SG Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays, UBS Securities, Academy Securities and Natixis SG Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30July 18, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22July 11, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22July 11, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) ), as amended and supplemented by supplement to the preliminary private placement memorandum, dated July 13, 2016 (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo UBS Commercial Mortgage Securities, Inc.Securitization Corp., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the a “Special Servicer”), AEGON USA Realty Advisors, LLC, as Save Mart Portfolio special servicer (a “Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to UBS Securities LLC (“UBS Securities”), Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities SG Americas Securities, LLC (“UBS SecuritiesSGAS”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”), CIBC World Markets Corp. (“CIBC World Markets”) and Academy Securities, Inc. (“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy WFS, SGAS, Natixis Securities and Natixis Securities Academy (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30June 1, 2016 2017 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30June 1, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September May 22, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September May 22, 20162017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage A. Pursuant to that certain Replacement Reduced Acquisition Loan Seller desires to sellPromissory Note and Replacement Construction Loan Promissory Note, assigneach dated of even date herewith and executed by HRHH Hotel/Casino, transferLLC, set over and otherwise convey to the PurchaserHRHH Cafe, without recourseLLC, representation or warrantyHRHH Development, other than as set forth hereinLLC, HRHH IP, LLC, and the Purchaser desires to purchaseHRHH Gaming, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans LLC (collectively, the “Mortgage LoansBorrowers”), and payable to the order of Column Financial, Inc., in its capacity as mortgage lender (together with its successors and assigns, the “Mortgage Lender”), in the original principal amount of One Billion Thirty Million and No/100 Dollars ($1,030,000,000) identified on the schedule annexed hereto as Exhibit A (as such schedule the same may be amended further amended, restated, replaced, supplemented, or otherwise modified from time to time, collectively, the “Mortgage Notes”), Mortgage Borrowers have become indebted, and may from time to time pursuant be further indebted, to the terms hereof, Mortgage Lender with respect to a loan (the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust FundLoan”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued made pursuant to a pooling that certain Amended and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Restated Loan Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof hereof, among Mortgage Borrowers and Mortgage Lender (as the same may be amended, restated, replaced, supplemented, or otherwise modified from time to time, the “Underwriting Mortgage Loan Agreement”), between the Purchaserwhich Mortgage Loan is secured by, Xxxxx Fargo Bank among other things, (i) that certain Construction Deed of Trust, Assignment of Leases and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSRents, UBS SecuritiesSecurity Agreement and Financing Statement (Fixture Filing), Academy Securities dated as of February 2, 2007 (as amended by that certain Modification of Construction Deed of Trust, Assignment of Leases and Natixis Securities Rents, Security Agreement and Financing Statement (collectively in such capacity, the “Initial Purchasers”Fixture Filing) pursuant to a certificate purchase agreement, and Other Loan Documents dated as of the date hereof hereof, and as the same may be further amended, restated, replaced, supplemented or otherwise modified from time to time, the “Mortgage”), made by Mortgage Borrowers for the benefit of Mortgage Lender, encumbering, among other properties, certain real property and the improvements thereon located in Las Vegas, Nevada and more particularly described on Exhibit A-1 (the “Certificate Purchase AgreementHotel/Casino Property”), between ) and Exhibit A-2 (the Purchaser, Xxxxx Fargo Bank “Adjacent Property”; and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30Hotel/Casino Property and the Adjacent Property, 2016 (together with all annexes individually, a “Property”, and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary ProspectusProperties”), ; (bii) that certain preliminary private placement memorandumClosing Guaranty of Completion dated as of February 2, dated September 22, 2016, relating to the Non-Registered Certificates 2007 (together with all annexes as amended by that certain Modification and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, Ratification of Guaranties dated as of the date hereof (hereof, and as the same may be further amended, restated, replaced, supplemented, or otherwise modified from time to time, the “Indemnification AgreementMortgage Closing Completion Guaranty”), among made by Guarantors in favor of Mortgage Lender; and (iii) further evidenced, secured or governed by other instruments and documents executed in connection with the Mortgage Loan Seller(together with the Mortgage Notes, the DepositorMortgage Loan Agreement, the Underwriters Mortgage and the Initial PurchasersMortgage Closing Completion Guaranty, collectively, the “Mortgage Loan Documents”).

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “Special Servicer”), Xxxxx NCB, FSB, as NCB master servicer (in such capacity, the “NCB Master Servicer”), NCB, FSB, as NCB special servicer (in such capacity, the “NCB Special Servicer”), Park Bridge Lender Services LLC, as trust advisor (the “Trust Advisor”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Barclays Capital Inc. (“Academy SecuritiesBarclays”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and Barclays in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities WFS and Natixis Securities Barclays (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 29, 2014 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller and WDCPF will jointly and severally indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22December 8, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22December 8, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, WDCPF, the Depositor, the Underwriters and the Initial Purchasers. The Mortgage Loan Seller and WDCPF hereby acknowledge that WDCPF, as owner of an indirect interest in the Mortgage Loan Seller, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement and the transactions contemplated hereby without the agreement by WDCPF to the terms hereof.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities Merrill, Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated (“MLPF&S”), Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&C”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis Securities”) (Drexel” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RRI Interest) to WFS, UBS SecuritiesMLPF&S, MS&C, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Purchaser intends to sell the RRI Interest to Bank of America, National Association, Xxxxxx Xxxxxxx Bank, N.A. and the Mortgage Loan Seller pursuant to the RRI Interest Purchase Agreement, dated as of August 4, 2016, by and among the Depositor, the Mortgage Loan Seller, Bank of America, National Association and Xxxxxx Xxxxxxx Bank, N.A. The Certificates are more fully described in (a) that certain prospectus dated September 30August 5, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 5, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 1, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 1, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30November 20, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30November 20, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22November 13, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 last Time of Sale as defined in the Indemnification Agreement) (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22November 13, 20162017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “Special Servicer”), Xxxxx NCB, FSB, as NCB master servicer (in such capacity, the “NCB Master Servicer”), NCB, FSB, as NCB special servicer (in such capacity, the “NCB Special Servicer”), Park Bridge Lender Services LLC, as trust advisor (the “Trust Advisor”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Barclays Capital Inc. (“Academy SecuritiesBarclays”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and Barclays in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities WFS and Natixis Securities Barclays (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 29, 2014 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22December 8, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22December 8, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, LCFH, the Depositor, the Underwriters and the Initial Purchasers. LCFH will provide a payment guarantee with respect to LCF’s obligations under, and as part of, the Indemnification Agreement. LCFH and LCF hereby acknowledge that LCFH, as owner of a direct or indirect interest in LCF, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement or the transactions contemplated hereby in the absence of the agreement of each of LCF and LCFH set forth in this Agreement.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October April 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities Merrill, Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated (“MLPF&S”), Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS SecuritiesMLPF&S, MS&Co. and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Xxxxx Fargo Bank, National Association, Xxxxxx Xxxxxxx Bank, N.A. and the Mortgage Loan Seller pursuant to the RR Interest Transfer Agreement, dated as of April 6, 2017 (the “RR Interest Transfer Agreement”), by and among the Depositor, Xxxxx Fargo Bank, National Association, the Mortgage Loan Seller and Xxxxxx Xxxxxxx Bank, N.A. The Certificates are more fully described in (a) that certain prospectus dated September 30April 6, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30April 6, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 28, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement of the last Time of Sale (as defined in the Indemnification Agreement) with respect to the preliminary prospectusRegistered Certificates, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 28, 20162017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to sell the RR Interest to Xxxxx Fargo Bank, Barclays Bank PLC (“Barclays”) and LNR Securities Holdings, LLC (“LNRSH”) pursuant to the RR Interest Purchase Agreement, dated as of December 14, 2017, by and between the Depositor, Xxxxx Fargo Bank, Barclays and LNRSH. The Certificates are more fully described in (a) that certain prospectus dated September 30December 14, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30December 14, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22December 6, 20162017, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectusPreliminary Prospectus, dated September 23December 8, 2016 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22December 6, 20162017, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2015 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust Advisor”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Credit Suisse Securities (USA) LLC (“UBS SecuritiesCredit Suisse”), Academy Securities, ) and Deutsche Bank Securities Inc. (“Academy Securities”) DBSI” and, collectively with WFS and Natixis Securities Americas LLC (“Natixis Securities”) (collectively Credit Suisse in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities Credit Suisse and Natixis Securities DBSI (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30March 27, 2016 2015 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated January 28, 2015 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30March 27, 2016 2015 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22March 18, 20162015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), thereto (as amended and supplemented by that certain supplement to the preliminary free writing prospectus, dated September 23March 24, 2016 (collectively2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 18, 20162015, relating to the Non-Registered Certificates (Certificates, together with all annexes and exhibits thereto) thereto (as supplemented by that certain supplement to the preliminary private placement memorandum, dated March 24, 2015, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the LC Guarantors, the Depositor, the Underwriters and the Initial Purchasers. The LC Guarantors will provide a payment guarantee with respect to the Mortgage Loan Seller’s obligations under, and as part of, the Indemnification Agreement. The Mortgage Loan Seller and the LC Guarantors hereby acknowledge that the LC Guarantors, including in the case of certain LC Guarantors as owners of a direct or indirect interest in the Mortgage Loan Seller, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement or the transactions contemplated hereby in the absence of the agreement of the Mortgage Loan Seller and each of the LC Guarantors set forth in this Agreement.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as general master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as general special servicer (the “Special Servicer”), Xxxxx NCB, FSB, as NCB master servicer (in such capacity, the “NCB Master Servicer”), NCB, FSB, as NCB special servicer (in such capacity, the “NCB Special Servicer”), Park Bridge Lender Services LLC, as trust advisor (the “Trust Advisor”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Barclays Capital Inc. (“Academy SecuritiesBarclays”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (DBSI” and, collectively with WFS and Barclays in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities WFS and Natixis Securities Barclays (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 29, 2014 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30December 19, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22December 12, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22December 12, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2019 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesBarclays Capital, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30October 23, 2016 2019 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30October 23, 2016 2019 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22October 15, 20162019, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 15, 20162019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the LC Guarantors, the Depositor, the Underwriters and the Initial Purchasers. The LC Guarantors will provide a payment guarantee with respect to the Mortgage Loan Seller’s obligations under, and as part of, the Indemnification Agreement. The Mortgage Loan Seller and the LC Guarantors hereby acknowledge that the LC Guarantors, including in the case of certain LC Guarantors as owners of a direct or indirect interest in the Mortgage Loan Seller, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement or the transactions contemplated hereby in the absence of the agreement of the Mortgage Loan Seller and each of the LC Guarantors set forth in this Agreement.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Barclays Capital Inc. (“Academy SecuritiesBarclays Capital”) and Natixis Academy Securities Americas LLC Inc. (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the Vertical RR Interest) to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to sell the Vertical RR Interest to Xxxxx Fargo Bank and Barclays Bank PLC pursuant to the Vertical RR Interest Transfer Agreement, dated as of March 13, 2018, by and between the Depositor, Xxxxx Fargo Bank and Barclays Bank PLC. The Certificates are more fully described in (a) that certain prospectus dated September 30March 13, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 13, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the Vertical RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 6, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated March 7, 2018 and further amended and supplemented by that certain supplement to the preliminary prospectus, dated March 9, 2018 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated March 6, 2018, relating to the Non-Registered Certificates (other than the Vertical RR Interest) (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 7, 20162018 (collectively, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust Advisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS RBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy RBS Securities”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (collectively DBSI” and, together with WFS and RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof May 21, 2014 (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy RBS Securities and Natixis Citigroup Global Markets Inc. (“Citigroup” and, together with WFS and RBS Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof May 21, 2014 (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30June 2, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated September 6, 2013 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30June 2, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22May 14, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 14, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or and manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October June 1, 2016 2014 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator (in such capacity, the “Tax Administrator”) and as custodian (in such capacity, the “Custodian”), LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust Advisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS RBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy RBS Securities”) and Natixis Deutsche Bank Securities Americas LLC Inc. (“Natixis Securities”) (collectively DBSI” and, together with WFS and RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof May 21, 2014 (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy RBS Securities and Natixis Citigroup Global Markets Inc. (“Citigroup” and, together with WFS and RBS Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof May 21, 2014 (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30June 2, 2016 2014 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated September 6, 2013 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30June 2, 2016 2014 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22May 14, 20162014, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 thereto (collectively, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22May 14, 20162014, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, LCFH, the Depositor, the Underwriters and the Initial Purchasers. LCFH will provide a payment guarantee with respect to LCF’s obligations under, and as part of, the Indemnification Agreement. LCFH and LCF hereby acknowledge that LCFH, as owner of a direct or indirect interest in LCF, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement or the transactions contemplated hereby in the absence of the agreement of each of LCF and LCFH set forth in this Agreement.

RECITALS. The Mortgage Loan Pursuant to that certain Master Repurchase Agreement, dated as of August 24, 2006 (as amended, supplemented or otherwise modified from time to time, the “Repurchase Agreement”), among Wachovia Bank, National Association (as “Buyer”) and CBRE Realty Finance Holdings IV, LLC, and CBRE Realty Finance TRS Warehouse Funding III, LLC, (collectively, “Seller”), Seller desires has agreed to sell, assignfrom time to time, transferto Buyer certain Whole Loans, set over Junior Participation Interests, Mezzanine Loans, Bridge Loans, Construction Loans and otherwise convey to CMBS each as defined in the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans Repurchase Agreement (collectively, the “Mortgage LoansPurchased Assets”) identified on ), upon the schedule annexed hereto terms and subject to the conditions as Exhibit A (as such schedule may be amended from time to time pursuant set forth therein. Pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced certain Custodial Agreement by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association N.A. (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington TrustBuyer, National Association, as trustee Seller (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Custodial Agreement”), between the PurchaserCustodian is required to take possession of the Mortgage Assets, Xxxxx Fargo Bank along with certain other documents specified in the Custodial Agreement, as the Custodian of Buyer and any future purchaser, on several delivery dates, in accordance with the terms and conditions of the Custodial Agreement. The Repurchase Agreement, the Custodial Agreement, this Guarantee and any other agreements executed in connection with the Repurchase Agreement and the Underwriters. The Purchaser intends Custodial Agreement shall be referred to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, herein as the “Initial PurchasersGoverning Agreements”) . It is a condition precedent to Buyer purchasing the Mortgage Assets pursuant to a certificate purchase agreementthe Repurchase Agreement that the Guarantors shall have executed and delivered this Guarantee with respect to the due and punctual payment and performance when due, dated as whether at stated maturity, by acceleration or otherwise, of all of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in following: (a) that certain prospectus dated September 30, 2016 (together all payment obligations owing by Seller to Buyer under or in connection with all annexes the Repurchase Agreement and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and any other Governing Agreements; (b) any and all extensions, renewals, modifications, amendments or substitutions of the foregoing; (c) all expenses, including, without limitation, reasonable attorneys’ fees and disbursements, that certain private placement memorandum, dated September 30, 2016 are incurred by Buyer in the enforcement of any of the foregoing or any obligation of the Guarantors hereunder; and (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at d) any time hereafter. The Mortgage Loan other obligations of Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding Buyer under each of the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 Governing Agreements (collectively, the “Preliminary ProspectusObligations”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A, except in the case of the Mortgage Loan identified on Exhibit A as Xxxxxxx Xxxxx Mall, only the portion of such Mortgage Loan secured by Note A-2 with a Cut-off Date Principal Balance of $21,373,641 (such portion, the “Xxxxxxx Xxxxx Mall Mortgage Loan”) (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October August 1, 2016 2015 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust Advisor”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities SG Americas Securities, LLC (“UBS SecuritiesSGAS”), Academy Securities, Citigroup Global Markets Inc. (“Academy SecuritiesCitigroup”), Xxxxxx Xxxxxxx & Co. LLC (“Xxxxxx Xxxxxxx”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively Natixis” and, together with WFS, SGAS, Citigroup and Xxxxxx Xxxxxxx, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesSGAS, Academy Securities Citigroup, Xxxxxx Xxxxxxx and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30August 19, 2016 2015 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 3, 2015 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30August 19, 2016 2015 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22August 3, 20162015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), thereto (as amended and supplemented by (i) that certain supplement to the preliminary free writing prospectus, dated September 23August 14, 2016 2015 and (collectivelyii) that certain supplement to the free writing prospectus, dated August 18, 2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 3, 20162015, relating to the Non-Registered Certificates (Certificates, together with all annexes and exhibits thereto) thereto (as supplemented by that certain supplement to the preliminary private placement memorandum, dated August 14, 2015, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A A, (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October November 1, 2016 2015 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc.the Purchaser, as depositor (in such capacity, the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, LLC, as trust advisor (the “Trust Advisor”), Xxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities SG Americas Securities, LLC (“UBS SecuritiesSGAS”), Academy Securities, Citigroup Global Markets Inc. (“Academy SecuritiesCGMI”) and Natixis Securities Americas Xxxxxx Xxxxxxx & Co. LLC (“Natixis Securities”) (collectively Xxxxxx Xxxxxxx” and, together with WFS, SGAS and CGMI, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS SecuritiesSGAS, Academy Securities CGMI and Natixis Securities Xxxxxx Xxxxxxx (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 30October 29, 2016 2015 (together with all annexes and exhibits thereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated August 3, 2015 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 30October 29, 2016 2015 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller Seller, Liberty Island Group and Prudential Mortgage Capital Company, LLC (together with its successors in interest, “PMCC”) will jointly and severally indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary free writing prospectus, dated September 22October 19, 20162015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto), thereto (as amended and supplemented by (i) that certain supplement to the preliminary free writing prospectus, dated September 23October 21, 2016 2015 and (collectivelyii) that certain supplement to the free writing prospectus, dated October 28, 2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22October 19, 20162015, relating to the Non-Registered Certificates (Certificates, together with all annexes and exhibits thereto) thereto (as supplemented by that certain supplement to the preliminary private placement memorandum, dated October 28, 2015, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, Liberty Island Group, PMCC, the Depositor, the Underwriters and the Initial Purchasers. The Mortgage Loan Seller, Liberty Island Group and PMCC hereby acknowledge that Liberty Island Group, as the owner of a direct interest in the Mortgage Loan Seller, and PMCC, as the owner of an indirect interest in the Mortgage Loan Seller, will benefit from the transactions contemplated by this Agreement and that the Purchaser is not willing to enter into this Agreement and the transactions contemplated hereby without the agreement by Liberty Island Group and PMCC to the terms hereof.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October December 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.the

RECITALS. The Mortgage Loan Seller desires Borrower and Lender are parties to sellthat certain Amended and Restated Credit and Security Agreement dated as of September 24, assign2014, transferexecuted by and among certain Borrowers, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth hereinGuarantors, and Lender as the Purchaser desires to purchasesame has been amended, subject to the terms and conditions set forth hereinrestated, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended modified or supplemented from time to time pursuant prior to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Existing Credit Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof which Lender made certain revolving loans and other financial accommodations to Borrower (the “Certificate Purchase AgreementExisting Loans”), between and Borrower granted to Lender a security interest in all of the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully Collateral (as described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits theretothe Existing Credit Agreement, the “ProspectusExisting Collateral”), relating to ) as security for all of the Registered Certificates and Indebtedness (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits theretoas defined therein, the “Private Placement MemorandumExisting Obligations”), relating . Pursuant to the Non-Registered CertificatesExisting Credit Agreement, Lender and Borrower entered into various other Loan Documents (as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify defined in the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (aExisting Credit Agreement) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, including the Existing Credit Agreement, the “Preliminary ProspectusExisting Loan Documents”). Borrower has requested that Lender agree to increase, extend, and continue to provide the Existing Loans, as well as make certain additional financial accommodations to Borrower. The parties have agreed (i) to amend and restate the Existing Credit Agreement in its entirety as set forth herein, (bii) that, from and after the date hereof, the Existing Loans and the other Existing Obligations outstanding under the Existing Credit Agreement shall be governed by and deemed to be outstanding under the amended and restated terms set forth in this Agreement and the other Loan Documents, and (iii) that certain preliminary private placement memorandumthe Existing Obligations are and shall continue to be (and all Obligations incurred pursuant hereto shall be) secured by, dated September 22among other things, 2016, relating to the Non-Registered Certificates Existing Collateral as well as the other Collateral (together with all annexes and exhibits thereto) (as defined herein). It is the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as intent of the date hereof (parties that the “Indemnification execution and delivery of this Agreement”), among which is made for the Mortgage purposes described in the foregoing recitals, shall not effectuate a novation of any of the Existing Loan SellerDocuments, or except as set forth herein constitute a release or discharge of the DepositorExisting Obligations or the Existing Collateral, but rather as a substitution of certain terms governing the Underwriters payment and the Initial Purchasersperformance of such obligations and indebtedness.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2018 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLCMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC Barclays Capital Inc. (“UBS SecuritiesBarclays Capital”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the Vertical RR Interest) to WFS, UBS Securities, Barclays Capital and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to sell the Vertical RR Interest to Xxxxx Fargo Bank and Barclays Bank PLC pursuant to the Vertical RR Interest Transfer Agreement, dated as of March 13, 2018, by and between the Depositor, Xxxxx Fargo Bank and Barclays Bank PLC. The Certificates are more fully described in (a) that certain prospectus dated September 30March 13, 2016 2018 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 13, 2016 2018 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the Vertical RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 6, 20162018, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated March 7, 2018 and further amended and supplemented by that certain supplement to the preliminary prospectus, dated March 9, 2018 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated March 6, 2018, relating to the Non-Registered Certificates (other than the Vertical RR Interest) (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 7, 20162018 (collectively, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October April 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Wxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities Merrill, Lynch, Pxxxxx, Xxxxxx & Sxxxx Incorporated (“MLPF&S”), Mxxxxx Sxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, UBS SecuritiesMLPF&S, MS&Co. and Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Wxxxx Fargo Bank, National Association, Bank of America, National Association and Mxxxxx Sxxxxxx Bank, N.A. (“MSBNA”) pursuant to the RR Interest Transfer Agreement, dated as of April 6, 2017 (the “RR Interest Transfer Agreement”), by and among the Depositor, Wxxxx Fargo Bank, National Association, Bank of America, National Association and Mxxxxx Sxxxxxx Bank, N.A. The Certificates are more fully described in (a) that certain prospectus dated September 30April 6, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30April 6, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 28, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement of the last Time of Sale (as defined in the Indemnification Agreement) with respect to the preliminary prospectusRegistered Certificates, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 28, 20162017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October March 1, 2016 2017 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital C-III Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), ) and Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis SecuritiesAcademy”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to WFS, Barclays Capital, SGAS, UBS Securities, Academy Securities and Natixis Securities Academy (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Xxxxx Fargo Bank, National Association pursuant to the RR Interest Transfer Agreement, dated as of March 22, 2017, by and between the Depositor and Xxxxx Fargo Bank, National Association. The Certificates are more fully described in (a) that certain prospectus dated September 30March 23, 2016 2017 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 23, 2016 2017 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered CertificatesCertificates (other than the RR Interest), as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 15, 20162017, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 15, 20162017, relating to the Non-Registered Certificates (other than the RR Interest) (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sellU.S. Borrower, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth hereinARIZONA CHEM SWEDEN AB (“European Borrower”, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectivelytogether with U.S. Borrower, the “Mortgage LoansBorrowers”), ARIZONA CHEM SWEDEN HOLDINGS AB (“Holdings”), AZ CHEM US HOLDINGS INC. (“U.S. Holdings”) identified on and certain other subsidiaries of Holdings, the schedule annexed hereto lenders and agents party thereto, and GSCP, as Exhibit A Lead Arranger, Bookrunner, Administrative Agent and Collateral Agent, have entered into that Credit and Guaranty Agreement dated as of the date hereof providing for term loan facilities and a revolving credit facility (as such schedule may be amended amended, restated, supplemented, modified, replaced or refinanced from time to time pursuant to the terms hereoftime, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing First Lien Credit Agreement”); The U.S. Borrower, between Xxxxx Fargo Commercial Mortgage SecuritiesU.S. Holdings, Inc.certain subsidiaries of U.S. Holdings, the lenders and agents party thereto, and GSCP, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer Lead Arranger (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating AdvisorLead Arranger”) and Bookrunner and CapitalSource, as asset representations reviewer (in such capacityAdministrative Agent and Collateral Agent, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing entered into that Credit Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof providing for a term loan (as amended, restated, supplemented, modified, replaced or refinanced from time to time, the “Second Lien Credit Agreement”); Pursuant to (i) the First Lien Credit Agreement, U.S. Holdings has agreed to guaranty and U.S. Holdings and U.S. Borrower have agreed to cause certain current and future U.S. Subsidiaries and Non-U.S. Subsidiaries (each, as defined in the First Lien Credit Agreement) (such U.S. Subsidiaries and any future U.S. Subsidiaries of U.S. Borrower providing a guaranty of the Obligations of the U.S. Borrower (as defined in the First Lien Credit Agreement) thereunder, the “U.S. Subsidiary Guarantors”) agree to guaranty the First Lien Obligations (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial PurchasersFirst Lien Guaranty”) pursuant and (ii) the Second Lien Credit Agreement, U.S. Holdings has agreed to a certificate purchase agreement, dated as of guaranty and U.S. Holdings and U.S. Borrower have agreed to cause certain current and future U.S. Subsidiaries to agree to guaranty the date hereof Second Lien Obligations (the “Certificate Purchase AgreementSecond Lien Guaranty”); The obligations of U.S. Borrower under the First Lien Credit Agreement and any Hedge Agreements with a Lender Counterparty, between the Purchaser, Xxxxx Fargo Bank obligations of U.S. Holdings and the Initial Purchasers. U.S. Subsidiary Guarantors under the First Lien Guaranty will be secured on a first priority basis by liens on substantially all the assets of U.S. Borrower, U.S. Holdings and the U.S. Subsidiary Guarantors, respectively, pursuant to the terms of the First Lien Collateral Documents; The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits theretoobligations of the U.S. Borrower under the Second Lien Credit Agreement, the “Prospectus”)obligations of U.S. Holdings and the obligations of the U.S. Subsidiary Guarantor under the Second Lien Guaranty will be secured on a second priority basis by liens on substantially all the assets of the U.S. Borrower, relating U.S. Holdings and the U.S. Subsidiary Guarantors, respectively, pursuant to the Registered Certificates terms of the Second Lien Collateral Documents; The First Lien Loan Documents and (b) the Second Lien Loan Documents provide, among other things, that certain private placement memorandum, dated September 30, 2016 (together with all annexes the parties thereto shall set forth in this Agreement their respective rights and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties remedies with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating Collateral; and In order to induce the First Lien Collateral Agent and the First Lien Claimholders to consent to the Registered Certificates (together with all annexes Grantors incurring the Second Lien Obligations and exhibits thereto)to induce the First Lien Claimholders to extend credit and other financial accommodations and lend monies to or for the benefit of the U.S. Borrower or any other Grantor, as amended and supplemented by that certain supplement the Second Lien Collateral Agent on behalf of the Second Lien Claimholders has agreed to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes intercreditor and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification provisions set forth in this Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”), which for the avoidance of doubt, with respect to the Xxxx Xxxxxx Apartments Mortgage Loan, “Mortgage Loans” will refer only to the Mortgage Note related to the Mortgage Loan Seller’s ownership interest therein that is to be transferred. The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by (i) a series of mortgage pass-through certificates (the “Certificates”)) and (ii) the RR Interest. Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued and the RR Interest will be created pursuant to a pooling and servicing agreement to be dated and effective as of October April 1, 2016 2022 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Midland Loan Services, a Division of PNC Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Barclays Capital Inc. (“Barclays Capital”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“WFSSGAS”), UBS Securities Xxxxxx Xxxxxxxx, LLC (“UBS Securities”), Academy Securities, Inc. (“Academy SecuritiesDrexel”) and Natixis Securities Americas Xxxxxxxx Capital, LLC (“Natixis SecuritiesXxxxxxxx”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof March 23, 2022 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS SecuritiesBMO Capital Markets, Academy Securities KeyBanc, SGAS, Drexel and Natixis Securities Xxxxxxxx (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof March 23, 2022 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30March 24, 2016 2022 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30March 24, 2016 2022 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22March 18, 20162022, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22March 18, 20162022, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof March 23, 2022 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community commercial mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community commercial mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October May 1, 2016 2024 (the “Pooling and Servicing Agreement”), between among X.X. Xxxxxx Xxxxx Fargo Commercial Mortgage Securities, Inc.Securities Corp., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator, as custodian (in such capacity, the “Custodian”) and as trustee (in such capacity, the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File,” which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to X.X. Xxxxxx Securities LLC (“JPMS”), Xxxxxx Xxxxxxx & Co. LLC (“MS&Co.”), Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC BofA Securities, Inc. (“UBS BofA Securities”), Academy Securities, Inc. (“Academy SecuritiesAcademy”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis Securities”) (Drexel” and, collectively with JPMS, MS&Co., WFS, BofA Securities and Academy, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank JPMorgan Chase Bank, National Association (“JPMCB”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to JPMS, MS&Co., WFS, UBS BofA Securities, Academy Securities and Natixis Securities Drexel (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank JPMCB and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30April 19, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30April 19, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22April 15, 20162024, relating to the Registered Certificates (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the last Time of Sale (as defined in the Indemnification Agreement), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22April 15, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October February 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx the Wxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Wxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Xxxxx Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), Wxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Wxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Citigroup Global Markets Inc. (“Academy SecuritiesCGMI”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities CGMI and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Wxxxx Fargo Bank Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30February 19, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30February 19, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22February 9, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23February 12, 2016 (2016, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22February 9, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (thereto and as supplemented by that certain supplement to the preliminary private placement memorandum, dated February 12, 2016, collectively, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sellCompany, assignUSBNA (in its capacities as Collateral Agent, transferCustodial Agent, set over Securities Intermediary and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth hereinSecurities Registrar), and the Purchaser desires Trust (acting through the Property Trustee) are parties to purchasethat certain Collateral Agreement dated as of March 17, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans 2006 (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan ScheduleOriginal Collateral Agreement”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of Company and the Trust (such assets collectively, acting through the “Trust Fund”Property Trustee) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 1, 2016 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo Commercial Mortgage Securities, Inc., as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be are parties to the Pooling Amended and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreementRestated Stock Purchase Contract Agreement, dated as of the date hereof (as it may be further amended, modified and supplemented and in effect from time to time, the “Underwriting Stock Purchase Contract Agreement”), between pursuant to which the PurchaserCompany has issued certain stock purchase contracts (each, Xxxxx Fargo Bank a “Stock Purchase Contract”) to the Trust. Each Stock Purchase Contract requires the Company to issue and sell, and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities Property Trustee (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as on behalf of the date hereof Trust) to purchase, on the Stock Purchase Date (as defined in the Stock Purchase Contract Agreement), for an amount (the “Certificate Purchase Price”) equal to such Stock Purchase Contract’s Stated Amount (as defined in the Stock Purchase Contract Agreement), the Pro Rata Interest (as defined in the Stock Purchase Contract Agreement) in one share of the Company’s Series A Non Cumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Preferred Stock”). Pursuant to the Trust Agreement (as hereinafter defined), the Stock Purchase Contract Agreement and the Stock Purchase Contracts, the Trust (acting through the Property Trustee), the Company and USBNA (in its capacities as Collateral Agent, Custodial Agent, Securities Intermediary and Securities Registrar) are entering into this Agreement in order to amend in certain respects, and to restate in its entirety as so amended, the Original Collateral Agreement (as so amended and restated, this “Agreement”), between all things necessary to make this Agreement a valid agreement of the PurchaserCompany, Xxxxx Fargo Bank in accordance with its terms, having been done, and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30, 2016 (together with all annexes and exhibits thereto, the “Prospectus”), relating conditions precedent to the Registered Certificates execution and (b) that certain private placement memorandum, dated September 30, 2016 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date delivery hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasershaving been satisfied.

RECITALS. The Mortgage Loan Seller desires Pursuant to sellthat certain Master Repurchase and Securities Contract, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated as of October 121, 2016 2015 (as amended, supplemented or otherwise modified from time to time, the “Pooling and Servicing Repurchase Agreement”), between Xxxxx Fargo Commercial Mortgage SecuritiesBank, Inc.National Association (as “Buyer”) and KREF Lending I LLC, as depositor (the “DepositorSeller”), Seller has agreed to sell, from time to time, to Buyer certain Purchased Assets, as defined in the Repurchase Agreement, upon the terms and subject to the conditions as set forth therein. Pursuant to the terms of that certain Custodial Agreement, dated as of the date hereof (as amended, supplemented or otherwise modified from time to time, the “Custodial Agreement”), by and between Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington TrustBuyer and Seller, National AssociationCustodian is required to take possession of the Purchased Assets, along with certain other documents specified in the Custodial Agreement, as trustee (Custodian of Buyer and any future purchaser, on several delivery dates, in accordance with the “Trustee”), terms and Trimont Real Estate Advisors, LLC, as operating advisor (in such capacityconditions of the Custodial Agreement. The Repurchase Agreement, the “Operating Advisor”) Custodial Agreement, this Guarantee and as asset representations reviewer (any other agreements executed in such capacity, connection with the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have Repurchase Agreement and the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof). Any reference to a provision of the Pooling and Servicing Custodial Agreement shall be referred to herein as the Pooling and Servicing Agreement as in full force and effect on the Closing Date“Repurchase Documents”. It is anticipated that a condition precedent to Buyer purchasing the Purchaser will transfer the Mortgage Loans Purchased Assets pursuant to the Trustee on behalf Repurchase Agreement that Guarantor shall have executed and delivered this Guarantee with respect to the due and punctual payment and performance when due, whether at stated maturity, by acceleration or otherwise, of all of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC (“WFS”), UBS Securities LLC (“UBS Securities”), Academy Securities, Inc. (“Academy Securities”) and Natixis Securities Americas LLC (“Natixis Securities”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof (the “Underwriting Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, UBS Securities, Academy Securities and Natixis Securities (collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof (the “Certificate Purchase Agreement”), between the Purchaser, Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in following: (a) all payment obligations owing by Seller to Buyer under or in connection with the Repurchase Agreement and any other Repurchase Documents, including, without duplication, all interest and fees that certain prospectus dated September 30accrue after the commencement by or against Seller or Guarantor of any Insolvency Proceeding naming such Person as the debtor in such proceeding, 2016 regardless of whether such interest and fees are allowed claims in such proceeding (together with all annexes and exhibits theretoin each case, the “Prospectus”whether due or accrued), relating to the Registered Certificates and ; (b) any and all extensions, renewals, modifications, amendments or substitutions of the foregoing; (c) all expenses, including, without limitation, reasonable attorneys’ fees and disbursements, that certain private placement memorandum, dated September 30, 2016 are incurred by Buyer in the enforcement of any of the foregoing or any obligation of Guarantor hereunder; and (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at d) any time hereafter. The Mortgage Loan other obligations of Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding Buyer under each of the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22, 2016, relating to the Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary prospectus, dated September 23, 2016 Repurchase Documents (collectively, the “Preliminary ProspectusGuaranteed Obligations”), (b) that certain preliminary private placement memorandum, dated September 22, 2016, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may be amended from time to time pursuant to the terms hereof, the “Mortgage Loan Schedule”), which for the avoidance of doubt, with respect to the Arizona Grand Resort and Spa Mortgage Loan, “Mortgage Loans” will refer to the promissory note(s) related to the Mortgage Loan Seller’s ownership interest therein that is to be transferred pursuant to this Agreement (and the “Joint Mortgage Loan” will refer to both the related Mortgage Loan and any other promissory note(s) contributed by other sellers). The Purchaser intends to create a trust (the “Trust”), the primary assets of which will be a segregated pool of commercial, multifamily and/or manufactured housing community mortgage loans, that includes the Mortgage Loans. Beneficial ownership of the assets of the Trust (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “Certificates”). Certain classes of the Certificates will be rated by nationally recognized statistical rating organizations (the “Rating Agencies”). Certain classes of Certificates (the “Registered Certificates”) will be registered under the Securities Act of 1933, as amended (the “Securities Act”), and certain classes of Certificates (the “Non-Registered Certificates”) will not be registered under the Securities Act. The Trust will be created and the Certificates will be issued pursuant to a pooling and servicing agreement to be dated and effective as of October August 1, 2016 2024 (the “Pooling and Servicing Agreement”), between Xxxxx Fargo among Barclays Commercial Mortgage Securities, Inc.Securities LLC, as depositor (the “Depositor”), Xxxxx Fargo Bank, National Association (“Xxxxx Fargo Bank”)Association, as master servicer (in such capacity, the “Master Servicer”), CWCapital Asset Management LNR Partners, LLC, as special servicer (the “Special Servicer”), Xxxxx Fargo BankComputershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”), as tax administrator and as custodian (in such capacity, the “Custodian”), Wilmington Trust, National Association, and as trustee (in such capacity, the “Trustee”), and Trimont Real Estate Advisors, Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement as in full force and effect on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition of “Servicing File”, which for purposes of this Agreement shall not include the documents described in clause (b) in the definition of such term in the Pooling and Servicing Agreement entered into on or after the date hereof). Any reference to a provision of the Pooling and Servicing Agreement shall be to the Pooling and Servicing Agreement as in full force and effect on the Closing Date. It is anticipated that the Purchaser will transfer the Mortgage Loans to the Trustee on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Xxxxx Fargo Securities, LLC Barclays Capital Inc. (“WFSBarclays Capital”), UBS Securities LLC (“UBS Securities”), Academy Securities, Deutsche Bank Securities Inc. (“Academy DBSI”), Xxxxxxx Xxxxx & Co. LLC (“GS&Co”), SG Americas Securities, LLC (“SGAS”), Xxxxx Fargo Securities, LLC (“WFS”), Xxxxxxxx Capital, LLC (“Bancroft”) and Natixis Securities Americas Xxxxxx Xxxxxxxx, LLC (“Natixis SecuritiesDrexel”) (collectively collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of the date hereof August 8, 2024 (the “Underwriting Agreement”), between among the Purchaser, Xxxxx Fargo Bank Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFSBarclays Capital, UBS Securities, Academy Securities DBSI, GS&Co, SGAS, WFS, Xxxxxxxx and Natixis Securities Drexel (collectively collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of the date hereof August 8, 2024 (the “Certificate Purchase Agreement”), between among the Purchaser, Xxxxx Fargo Bank BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 30August 9, 2016 2024 (together with all annexes and exhibits theretothereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 30August 9, 2016 2024 (together with all annexes and exhibits thereto, the “Private Placement Memorandum”), relating to the Non-Registered Certificates, as each may be amended or supplemented at any time hereafter. The Mortgage Loan Seller will indemnify the Depositor, the Underwriters, the Initial Purchasers and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 22August 5, 20162024, relating to the Registered Certificates (together with all annexes and exhibits thereto), thereto and information incorporated therein by reference as amended and supplemented by that certain supplement to of the preliminary prospectus, dated September 23, 2016 (collectivelylast Time of Sale as defined in the Indemnification Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 22August 5, 20162024, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto) (, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum and (e) certain other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of the date hereof August 8, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.