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 and effective as of September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 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 September October 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“AcademyAcademy Securities”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGASWFS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy Securities and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 1630, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 1630, 2024 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 1122, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated September 23, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 1122, 20242016, 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 September 16, 2024 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 September December 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIBarclays”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Deutsche Bank Securities Inc. (“DrexelDBSI”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (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 and effective as of September June 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (in such capacity, as master servicer (the “Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as special servicer (the a “Special Servicer”), Computershare Trust CompanyAEGON USA Realty Advisors, National AssociationLLC, as certificate administrator Save Mart Portfolio special servicer (in such capacity, the a “Certificate Administrator”) and as custodian (in such capacity, the “CustodianSpecial Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Xxxxx Fargo Securities, LLC (“WFS”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital CIBC World Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.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 September May 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Wxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC (“UBS Academy Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancAcademy”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASAcademy, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy DBSI and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 12, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16May 12, 2024 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 11May 3, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 3, 20242016, 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 September 16, 2024 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 September May 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“SGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets UBS Securities LLC (“UBS Securities”), BofA Securities, Inc. (“CGMIBofA Securities”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16May 9, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, SGAS, KeyBanc, DBSI, CGMIUBS Securities, BofA Securities, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16May 9, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 9, 2024 (together with all annexes and exhibits thereto 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 16May 9, 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 11May 6, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 6, 2024, 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 September 16May 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 and effective as of September August 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“AcademyCitigroup”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy Citigroup and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 11, 2024 2017 (together with all annexes and exhibits thereto 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 16August 11, 2024 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 11August 3, 20242017, 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 September 11August 3, 20242017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary private placement memorandum, dated August 7, 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 September 16, 2024 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 September April 1, 2024 2023 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPK-Star Asset Management LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“SGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxxx Capital, LLC (“Xxxxxxxx”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16April 10, 2024 2023 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, SGAS, KeyBanc, DBSI, CGMI, Academy Drexel and Drexel Xxxxxxxx (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16April 10, 2024 2023 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16April 11, 2024 2023 (together with all annexes and exhibits thereto 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 16April 11, 2024 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 11April 5, 20242023, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11April 5, 20242023, 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 September 16April 10, 2024 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 and effective as of September July 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational Cooperative Bank, National AssociationN.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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGASBarclays”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxSG Americas Securities, LLC (“DrexelSG Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASBarclays, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel SG Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16July 18, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16July 18, 2024 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 July 11, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September July 11, 20242016, 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 September 16, 2024 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 September November 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services BellOak, 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“SGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets BofA Securities, Inc. (“CGMIBofA Securities”), Xxxxxxx Xxxxx & Co. LLC (“GS&Co”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxXxxxxxxx Capital, LLC (“DrexelXxxxxxxx”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16October 31, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, SGAS, KeyBanc, DBSI, CGMIBofA Securities, GS&Co, Academy and Drexel Bancroft (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16October 31, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16November 1, 2024 (together with all annexes and exhibits thereto 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 16November 1, 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 11October 28, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 28, 2024, 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 September 16October 31, 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 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 and effective as of September June 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator general master servicer (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “CustodianGeneral Master Servicer”), U.S. Bank Trust CompanyRialto Capital Advisors, National AssociationLLC, as trustee general special servicer (the “TrusteeGeneral Special Servicer”), National Cooperative Bank, N.A. (“NCB”), as NCB master servicer and as 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”), 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 entered into on or after the date hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS BofA Securities, Inc. (“BofA Securities”), Xxxxxx Xxxxxxx & Co. LLC (“MS&Co.”), X.X. Xxxxxx Securities LLC (“UBS SecuritiesJPMS”), BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSIGS&Co.”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (collectively“Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities, MS&Co., JPMS, GS&Co., CGMI, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS BofA Securities, BMO Capital MarketsMS&Co., KeyBancJPMS, DBSIGS&Co., CGMI, Academy Academy, Drexel and Drexel Xxxxxxx Xxxxxxxx (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16June 11, 2024 (together with all annexes and exhibits thereto 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 16June 11, 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 11June 5, 2024, 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 6, 2024, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 5, 2024, 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 September 16, 2024 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 September March 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational Cooperative Bank, National AssociationN.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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIWFS”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Citigroup Global Markets Inc. (“DrexelCitigroup”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIWFS, Academy and Drexel Citigroup (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16March 13, 2024 2017 (together with all annexes and exhibits thereto 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 16March 13, 2024 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 11February 22, 20242017, 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 (i) that certain supplement to the preliminary prospectus, dated February 24, 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 11February 22, 20242017, 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 September 16, 2024 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 September December 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, KeyBanc Capital Markets Inc. (“AcademyKeyBanc”), Xxxxxxxx Capital, LLC (“Xxxxxxxx”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16December 4, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy KeyBanc, Xxxxxxxx and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16December 4, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16December 5, 2024 (together with all annexes and exhibits thereto 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 16December 5, 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 11November 29, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11November 29, 2024, 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 September 16December 4, 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 September December 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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”) 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 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC Cantor Xxxxxxxxxx & Co. (“UBS SecuritiesCF&Co.”), BMO Capital CIBC World Markets Corp. (“BMO Capital Markets”)Corp., KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (collectively“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, Natixis Securities, SGAS, UBS SecuritiesCF&Co., BMO Capital Markets, KeyBanc, DBSI, CGMI, Drexel and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16November 28, 2024 2018 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16November 28, 2024 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 11November 15, 20242018, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11November 15, 20242018, 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 September 16, 2024 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 September March 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator general master servicer (in such capacity, the “Certificate AdministratorGeneral Master Servicer”) and ), Rialto Capital Advisors, LLC, as custodian general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “CustodianNCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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”). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC (“UBS Academy Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancAcademy”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASAcademy, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy DBSI and Drexel Natixis (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16March 23, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16March 23, 2024 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 11March 14, 20242016, 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 Agreementthereto, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 14, 20242016, 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 September 16, 2024 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 September June 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as tax administrator, as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), UBS Securities LLC (“UBS Securities”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsSGAS, KeyBanc, DBSI, CGMI, Academy Natixis Securities and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 20, 2024 2019 (together with all annexes and exhibits thereto 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 16May 20, 2024 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 11May 13, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 13, 20242019, 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 September 16, 2024 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 September May 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. Xxxxxx Xxxxxxxx, LLC (“BMO Capital MarketsDrexel”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Drexel and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 1, 2024 2019 (together with all annexes and exhibits thereto 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 16May 1, 2024 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 11April 24, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11April 24, 20242019, 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 September 16, 2024 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 September December 1, 2024 2022 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.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 September October 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”) 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 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC Cantor Xxxxxxxxxx & Co. (“UBS SecuritiesCF&Co.”), BMO Capital CIBC World Markets Corp. (“BMO Capital Markets”)Corp., KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (collectively“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, Natixis Securities, SGAS, UBS SecuritiesCF&Co., BMO Capital Markets, KeyBanc, DBSI, CGMI, Drexel and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 1624, 2024 2018 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 1624, 2024 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 1117, 20242018, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 1117, 20242018, 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 September 16, 2024 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 September August 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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) (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 Barclays Capital UBS Securities LLC (“UBS Securities”), Deutsche Bank Securities Inc. (“Barclays CapitalDBSI”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital CIBC World Markets Corp. (“BMO Capital CIBC World Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx” and, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, DBSI, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Natixis Securities and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16August 1, 2024 2017 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16August 1, 2024 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 11July 25, 20242017, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated July 28, 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11July 25, 20242017, 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 September 16, 2024 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 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 and effective as of September February 1, 2024 2014 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCthe Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx 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”), U.S. Rialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust Advisor”), and Deutsche Bank Trust Company, National AssociationCompany Americas, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) collectively with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (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 and effective as of September June 1, 2024 2020 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, Credit Suisse Securities (USA) LLC (“SGASCredit Suisse”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGASCredit Suisse, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 28, 2024 2020 (together with all annexes and exhibits thereto 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 16May 28, 2024 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 11May 21, 20242020, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 21, 20242020, 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 September 16, 2024 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 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 and effective as of September June 1, 2024 2014 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween the Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx 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”), U.S. Bank LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust CompanyAdvisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) collectively with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (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 and effective as of September November 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 23, 2024 2019 (together with all annexes and exhibits thereto 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 16October 23, 2024 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 11October 15, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 15, 20242019, 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 September 16, 2024 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 September August 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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) (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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx” and, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (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 and effective as of September August 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 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 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC Cantor Xxxxxxxxxx & Co. (“UBS SecuritiesCF&Co.”), BMO Capital CIBC World Markets Corp. (“BMO Capital Markets”)Corp., KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (collectively“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, Natixis Securities, SGAS, UBS SecuritiesCF&Co., BMO Capital Markets, KeyBanc, DBSI, CGMI, Drexel and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16August 7, 2024 2018 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16August 7, 2024 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 11July 30, 20242018, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11July 30, 20242018, 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 September 16, 2024 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 September July 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services BellOak, 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), KeyBanc Capital Markets Inc. (“KeyBanc”), Xxxxxxxx Capital, LLC (“Xxxxxxxx”) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16June 21, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, KeyBanc, Xxxxxxxx and Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16June 21, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16June 21, 2024 (together with all annexes and exhibits thereto 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 16June 21, 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 11June 17, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 17, 2024, 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 September 16June 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 and effective as of September October 1, 2024 2023 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP3650 REIT Loan Servicing LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services BellOak, 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC Deutsche Bank Securities Inc. (“SGAS”), UBS Securities LLC (“UBS SecuritiesDBSI”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSICapital”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxxx Capital, LLC (“Xxxxxxxx”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 1615, 2024 2023 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS SecuritiesDBSI, BMO Capital Markets, KeyBanc, DBSICapital, CGMI, Academy Drexel and Drexel Xxxxxxxx (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 1615, 2024 2023 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 1615, 2024 2023 (together with all annexes and exhibits thereto 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 1615, 2024 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 11, 20242023, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 20242023, 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 September 1615, 2024 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”)) and the SOHO-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 and the SOHO-RR Interest will be issued pursuant to a pooling and servicing agreement to be dated and effective as of September October 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween Xxxxxx Xxxxxxx Capital I Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as general master servicer (the “General Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational Cooperative Bank, National Association, as certificate administrator N.A. (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “CustodianNCB”), U.S. Bank Trust Companyas NCB master servicer and as NCB special servicer, National Association, as trustee (the “Trustee”), and 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 entered into on or after the date hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, Xxxxxx Xxxxxxx & Co. LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSIMS&Co.”), Citigroup Global Markets Inc. (“CGMI”), X.X. Xxxxxx Securities LLC (“JPMS”), Xxxxxxx Xxxxx & Co. LLC (“GS&Co.”), Xxxxx Fargo Securities, LLC (“WFS”), BofA Securities, Inc. (“BofA Securities”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (collectively“Xxxxxxx Xxxxxxxx Xxxxx” and together with MS&Co., CGMI, JPMS, GS&Co., WFS, BofA Securities, Academy and Drexel, collectively in such capacitycapacities, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Xxxxxx Xxxxxxx Mortgage Capital Holdings Inc. (“BCHI”) LLC and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSIMS&Co., CGMI, Academy JPMS, GS&Co., WFS, BofA Securities, Academy, Drexel and Drexel Xxxxxxx Xxxxxxxx Xxxxx (collectively, collectively in such capacitycapacities, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxxx Xxxxxxx Mortgage Capital Holdings LLC and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Citi Real Estate Funding Inc. (“CREFI”) pursuant to an RR interest transfer agreement, dated as of the date hereof, between the Depositor and CREFI. The Purchaser intends to transfer the SOHO-RR Interest to JPMorgan Chase Bank, National Association (“JPMCB”) pursuant to a SOHO-RR interest transfer agreement, dated as of the date hereof, between the Depositor and JPMCB. The Certificates and the SOHO-RR Interest are more fully described in (a) that certain prospectus dated September 1627, 2024 (together with all annexes and exhibits thereto 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 1627, 2024 (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 1124, 2024, 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), the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 1124, 2024, 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 September 16, 2024 the date hereof (the “Indemnification Agreement”), among between the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. 2.1 At or about the date hereof, each of the Subscribers is making a loan (the “Loan”) to Parent. Guarantor is a direct or indirect Subsidiary (as defined in Section 6.12 hereof) of Parent. It is beneficial to each Debtor that the Loan is made. Guarantor has delivered or will deliver a “Guaranty” of Parent’s obligations to Subscribers. 2.2 The Mortgage Loan Seller desires to sell, assign, transfer, set over and otherwise convey will be evidenced by one or more promissory notes (each a “Note”) issued by Parent on or about the date of this Agreement pursuant to the Purchaser, without recourse, representation Subscription Agreement. The Note was or warranty, will be executed by Parent as “Borrower” or “Debtor” for the benefit of each Subscriber as the “Holder” or “Subscriber” thereof. 2.3 In consideration of the Loans made and to be made by Subscribers to Parent and for other than as set forth hereingood and valuable consideration, and as security for the Purchaser desires performance by Parent of its obligations under the Note, by Guarantor of its obligations under the Guaranty, and as security for the repayment of the Loan and all other sums due from Debtor to purchase, subject to Subscribers arising under the terms Transaction Documents (as defined in the Subscription Agreement) and conditions set forth herein, the commercial, multifamily and/or manufactured housing community mortgage loans any other agreement between or among them (collectively, the “Mortgage LoansObligations”) identified ), each Debtor, for good and valuable consideration, receipt of which is acknowledged, has agreed to grant to the Subscribers and to the Collateral Agent on behalf of the schedule annexed hereto as Exhibit A Subscribers a security interest in the Collateral (as such schedule may be amended from time to time pursuant to term is hereinafter defined), on the terms hereofand conditions hereinafter set forth. 2.4 The following defined terms which are defined in the Uniform Commercial Code in effect in the State of New York on the date hereof are used herein as so defined: Accounts, the “Mortgage Loan Schedule”)Chattel Paper, Documents, Equipment, General Intangibles, Instruments, Inventory and Proceeds. 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Other capitalized terms used but not otherwise defined employed herein shall have the respective meanings assigned attributed 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Subscription Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 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 September August 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), UBS Securities LLC (“UBS Securities”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital CIBC World Markets Corp. (“BMO Capital CIBC Markets”), KeyBanc Capital Markets Inc. Xxxxxx Xxxxxxxx, LLC (“KeyBancDrexel”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsSGAS, KeyBancNatixis Securities, DBSI, CGMI, Drexel and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 12, 2024 2019 (together with all annexes and exhibits thereto 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 16August 12, 2024 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 11August 5, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 5, 20242019, 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 September 16, 2024 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 September August 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. Xxxxxxx Xxxxx & Co. LLC (“CGMIGS&Co”), Academy SG Americas Securities, Inc. LLC (“AcademySGAS”), Xxxxx Fargo Securities, LLC (“WFS”), Xxxxxxxx Capital, LLC (“Bancroft”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16August 8, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIGS&Co, Academy SGAS, WFS, Xxxxxxxx and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16August 8, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 9, 2024 (together with all annexes and exhibits thereto 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 16August 9, 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 11August 5, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 5, 2024, 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 September 16August 8, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires Borrower, the lenders party thereto, Bank of America, N.A., as revolver 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 date hereof, providing for a revolving credit facility and term loan (as amended, restated, supplemented, modified, replaced or Refinanced from time to selltime in accordance with the terms thereof and hereof, assignthe “First Lien Credit Agreement”). The Borrower, transferthe lenders party thereto and Royal Bank of Canada, set over as administrative agent and otherwise convey collateral agent, have entered into that certain Second Lien Credit Agreement dated as of the date hereof providing for a term loan (as amended, restated, supplemented, modified, replaced or Refinanced from time to time in accordance with the terms thereof and hereof, the “Second Lien Credit Agreement”). 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 First Lien Obligations pursuant to a Subsidiary Guaranty dated as of the date hereof (the “First Lien Subsidiary Guaranty”) and (ii) the Second Lien Credit Agreement, the Grantors and the Borrower have agreed to cause certain current and future Subsidiaries to agree to guaranty certain of the Second Lien Obligations pursuant to a Subsidiary Guaranty dated as of the date hereof (the “Second Lien Subsidiary Guaranty”). The obligations of the Borrower under the First Lien Credit Agreement, the obligations of the Borrower under certain Hedge Agreements and certain agreements governing any Bank Product Obligations and the obligations 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 Purchaserterms of the First Lien Collateral Documents. The 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, without recourserespectively, representation or warrantypursuant to the terms of the Second Lien Collateral Documents. The First Lien Documents and the Second Lien Documents provide, among other than as things, that the parties thereto shall set forth hereinin this 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, or any other Grantor, the Representatives on behalf of the Secured Parties have agreed to the lien subordination, intercreditor and other provisions set forth in this Agreement. The Grantors may, from time to time, to the extent permitted by this Agreement, the First Lien Documents and the Purchaser desires to purchaseSecond Lien Documents, incur additional secured debt which the Grantors and the debtholders thereunder may elect, subject to the terms and conditions hereof, and of the First Lien Documents and of the Second Lien Documents, to be secured by the Collateral on a first priority basis or a second priority basis. In consideration of the foregoing, the mutual covenants and obligations herein set forth hereinand for other good and valuable consideration, the commercial, multifamily and/or manufactured housing community mortgage loans (collectivelysufficiency and receipt of which are hereby acknowledged, the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A Initial First Lien Representative (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”), for itself 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”Initial First Lien Secured Parties), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 Second Lien Representative (for itself and certain related parties with respect to certain disclosure regarding the Mortgage Loans that is contained in (a) that certain preliminary prospectus, dated September 11, 2024, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as on behalf of the last Time of Sale as defined in the Indemnification Agreement, 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 11, 2024, 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 September 16, 2024 (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 and effective as of September July 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer Association (the “Master ServicerXxxxx Fargo Bank”), Argentic Services Company LP, as special general master servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate AdministratorGeneral Master Servicer”) and ), CWCapital Asset Management LLC, as custodian general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “CustodianNCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGASBarclays”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxSG Americas Securities, LLC (“DrexelSG Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASBarclays, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel SG Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16July 18, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16July 18, 2024 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 July 11, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September July 11, 20242016, 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 September 16, 2024 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 September October 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 11, 2024 2018 (together with all annexes and exhibits thereto 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 16October 11, 2024 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 11October 1, 20242018, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 1, 20242018, 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 September 16, 2024 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 September May 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 1, 2024 2018 (together with all annexes and exhibits thereto 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 16May 1, 2024 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 11April 24, 20242018, 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) (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11April 24, 20242018, 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 September 16, 2024 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 September February 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services BellOak, 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxXxxxxxxx Financial Group, LLC Inc. (“DrexelMischler”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16January 29, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel Mischler (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16January 29, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16January 29, 2024 (together with all annexes and exhibits thereto 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 16January 29, 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 11January 24, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11January 24, 2024, 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 September 16January 29, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires XXXXXXXXXX TECHNOLOGY INCORPORATED, a corporation formed under the laws of Minnesota (“HTI”) (HTI, together with each subsidiary of HTI which from time to selltime may be joined as a borrower thereunder, assign, transfer, set over each a “Borrower” 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 LoansBorrowers”) identified on ), the schedule annexed hereto as Exhibit A (as such schedule may be amended lenders 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”)party thereto, 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 September 1First Lien Agent, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 that certain Revolving Credit and Servicing Security 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 2011 providing for certain credit facilities (as amended, restated, supplemented, Refinanced (as defined below), modified, renewed, extended, refunded or replaced from time to time in accordance with the terms of this Agreement, the “Underwriting First Lien Debt Agreement”); The obligations of the Grantors (as defined herein) under the First Lien Debt Agreement are or will be secured on a senior priority basis by liens on substantially all of the personal property of the Grantors and certain real property of HTI, among pursuant to the Purchaserterms of certain of the First Lien Debt Documents (as defined below); HTI, Barclays Capital Holdings Inc. (“BCHI”) the guarantors from time to time party thereto, and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectivelyXxxxx Fargo, in such capacity, its capacity as trustee for the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated Second Lien Claimholders (as of September 16, 2024 (the “Certificate Purchase Agreement”defined below), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) have entered into that certain prospectus Indenture dated September 16, 2024 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofhereof (as amended, the “Prospectus”restated, supplemented, Refinanced (as defined below), relating modified, renewed, extended, refunded or replaced from time to time in accordance with the Registered Certificates and (b) that certain private placement memorandum, dated September 16, 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 11, 2024, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as terms of the last Time of Sale as defined in the Indemnification this Agreement, the “Preliminary ProspectusSecond Lien Debt Agreement”) providing for the issuance of notes by HTI and the guaranty of the Second Lien Obligations (as defined below) by such guarantors; The obligations of the Grantors under the Second Lien Debt Agreement are or will be secured on a junior priority basis by liens on substantially all of the personal property of the Grantors and certain real property of HTI pursuant to the terms of certain of the Second Lien Debt Documents (as defined below); The First Lien Debt Documents and the Second Lien Debt Documents provide, among other things, that the parties thereto shall set forth in this Agreement their respective rights and remedies with respect to the Collateral (as defined below) and certain other matters; and In order to induce the First Lien Claimholders to consent to the Grantors granting the liens to secure the Second Lien Obligations and to induce the First Lien Claimholders to continue to extend credit and other financial accommodations and continue to lend monies to or for the benefit of the Borrowers, the First Lien Agent, the Second Lien Agent and, by virtue of accepting the Second Lien Notes (as defined below), (b) that certain preliminary private placement memorandumthe Second Lien Claimholders, dated September 11, 2024, relating have agreed 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 September 16, 2024 (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”). 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 September March 1, 2024 2021 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as tax administrator, as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. Xxxxxxxx Capital, LLC (“DBSIXxxxxxxx”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Xxxxxxxx and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16February 18, 2024 2021 (together with all annexes and exhibits thereto 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 16February 18, 2024 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 February 11, 20242021, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September February 11, 20242021, 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 September 16, 2024 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 September August 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 13, 2024 2018 (together with all annexes and exhibits thereto 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 16August 13, 2024 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 11August 6, 20242018, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 6, 20242018, 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 September 16, 2024 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”)) 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 and effective as of September August 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays J.X. Xxxxxx Cxxxx Commercial Mortgage Securities LLCCorp., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 entered into on or after the date hereofAgreement). 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 Barclays Capital Inc. J.X. Xxxxxx Securities LLC (“Barclays CapitalJPMS”), SG Americas Mxxxxx Sxxxxxx & Co. LLC (“MS&Co.”), Wxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIWFS”), Academy Securities, Inc. (“Academy”) and Xxxxxx Dxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively” and, collectively with JPMS, MS&Co., WFS and Academy, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. JPMorgan Chase Bank, National Association (“BCHIJPMCB”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the VRR Interest) to Barclays CapitalJPMS, SGASMS&Co., UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIWFS, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI JPMCB and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 20, 2024 (together with all annexes and exhibits thereto 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 16August 20, 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 11August 14, 2024, 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), the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 14, 2024, 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 September 16, 2024 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 September August 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 6, 2024 2019 (together with all annexes and exhibits thereto 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 16August 6, 2024 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 11July 30, 20242019, 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 September 11July 30, 20242019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary private placement memorandum, dated August 2, 2019 (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 September 16, 2024 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 September July 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16June 28, 2024 2018 (together with all annexes and exhibits thereto 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 16June 28, 2024 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 11June 19, 20242018, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 19, 20242018, 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 September 16, 2024 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 and effective as of September December 1, 2024 2023 (the “Pooling and Servicing Agreement”), among Barclays Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPKeyBank National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 entered into on or after the date hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS BofA Securities, Inc. (“BofA Securities”), Xxxxxx Xxxxxxx & Co. LLC (“MS&Co.”), X.X. Xxxxxx Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIJPMS”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (collectively“Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities, MS&Co., JPMS, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS BofA Securities, BMO Capital MarketsMS&Co., KeyBancJPMS, DBSIAcademy, CGMI, Academy Drexel and Drexel Xxxxxxx Xxxxxxxx (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16November 30, 2024 2023 (together with all annexes and exhibits thereto 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 16November 30, 2024 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 11November 27, 20242023, 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), the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11November 27, 20242023, 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 September 16, 2024 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 September 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational 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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIWFS”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Deutsche Bank Securities Inc. (“DrexelDBSI”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIWFS, Academy and Drexel DBSI (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 1615, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 1615, 2024 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 116, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 116, 20242016, 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 September 16, 2024 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 September February 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator general master servicer (in such capacity, the “Certificate AdministratorGeneral Master Servicer”) and ), Rialto Capital Advisors, LLC, as custodian general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “CustodianNCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancWFS”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets and Barclays Capital Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Deutsche Bank Securities Inc. and Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel Inc. (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16February 5, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16February 5, 2024 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 11January 26, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein as supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated January 29, 2016, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11January 26, 20242016, relating to the Non-Registered Certificates (together with all annexes and exhibits theretothereto 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 September 16, 2024 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 September February 1, 2024 2022 (the “Pooling and Servicing Agreement”), among between Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. Natixis Securities Americas LLC (“BMO Capital MarketsNatixis Securities”), KeyBanc Capital Markets Xxxxxxxx Financial Group, Inc. (“KeyBancMischler”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16February 2, 2024 2022 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsNatixis Securities, KeyBanc, DBSI, CGMI, Mischler and Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16February 2, 2024 2022 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16February 3, 2024 2022 (together with all annexes and exhibits thereto 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 16February 3, 2024 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 11January 26, 20242022, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11January 26, 20242022, 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 September 16February 2, 2024 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 and effective as of September November 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital Markets Corp. Xxxxxxxx Capital, LLC (“BMO Capital MarketsXxxxxxxx”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, KeyBanc, SGAS, UBS Natixis Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Xxxxxxxx and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Barclays Capital Holdings Inc. and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16November 6, 2024 2019 (together with all annexes and exhibits thereto 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 16November 6, 2024 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 11October 30, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 30, 20242019, 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 September 16, 2024 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, 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 and effective as of September April 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, ) and as special servicer (in such capacity, the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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) (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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. Xxxxxx Xxxxxxx & Co. LLC (“BMO Capital MarketsMSC”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”), Brean Capital, LLC (“Brean”) and Academy Securities, Inc. (collectively“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsMSC, KeyBancDrexel, DBSI, CGMI, Brean and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16March 28, 2024 2019 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16March 28, 2024 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 11March 20, 20242019, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated March 21, 2019 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 20, 20242019, 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 September 16, 2024 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 September July 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPC-III Asset Management LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16June 24, 2024 2019 (together with all annexes and exhibits thereto 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 16June 24, 2024 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 11June 14, 20242019, 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 September 11June 14, 20242019, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto), as amended and supplemented by that certain supplement to the preliminary private placement memorandum, dated June 19, 2019 (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 September 16, 2024 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 September March 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16February 22, 2024 2019 (together with all annexes and exhibits thereto 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 16February 22, 2024 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 11February 13, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11February 13, 20242019, 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 September 16, 2024 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 September November 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPC-III Asset Management LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational Cooperative Bank, National AssociationN.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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIBarclays”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Citigroup Global Markets Inc. (“DrexelCitigroup”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIBarclays, Academy and Drexel Citigroup (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 25, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16October 25, 2024 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 11October 18, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 18, 20242016, 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 September 16, 2024 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 September March 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP3650 REIT Loan Servicing LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 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 (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxxx Capital, LLC (“Xxxxxxxx”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16March 15, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS SecuritiesDBSI, BMO Capital Markets, KeyBanc, DBSICapital, CGMI, Academy Drexel and Drexel Xxxxxxxx (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16March 15, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16March 15, 2024 (together with all annexes and exhibits thereto 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 16March 15, 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 11March 12, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 12, 2024, 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 September 16March 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 September December 1, 2024 2020 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16December 4, 2024 2020 (together with all annexes and exhibits thereto 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 16December 4, 2024 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 11November 28, 20242020, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11November 28, 20242020, 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 September 16, 2024 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 September July 1, 2024 2018 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Natixis Securities Americas LLC (“Natixis Securities”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. Cantor Xxxxxxxxxx & Co. (“DBSICF&Co.”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Academy Securities, Inc. (collectively“Academy” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, Natixis Securities, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSICF&Co., CGMIDrexel, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16June 28, 2024 2018 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16June 28, 2024 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 11June 18, 20242018, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated June 22, 2018 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 18, 20242018, 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 September 16, 2024 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 September August 1, 2024 2020 (the “Pooling and Servicing Agreement”), among Barclays Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGASWFS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 20, 2024 2020 (together with all annexes and exhibits thereto 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 16August 20, 2024 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 11August 12, 20242020, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 12, 20242020, 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 September 16, 2024 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, 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 and effective as of September October 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Banc of America Xxxxxxx Xxxxx Commercial Mortgage Securities LLCInc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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”). 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 hereofAgreement). 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 Barclays Capital BofA Securities, Inc. (“Barclays CapitalBofA Securities”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities Xxxxxx Xxxxxxx & Co. LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIMS&Co.”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively,” and collectively with BofA Securities, WFS, MS&Co. and Academy in such capacitycapacities, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. Bank of America, National Association (“BCHIBANA”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays Capital, SGAS, UBS BofA Securities, BMO Capital MarketsWFS, KeyBanc, DBSI, CGMIMS&Co., Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 MSBNA. The Certificates are more fully described in (a) that certain prospectus dated September 1630, 2024 2019 (together with all annexes and exhibits thereto 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 1630, 2024 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 1124, 20242019, 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) with respect to the Registered Certificates, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 1124, 20242019, 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 September 16, 2024 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 September December 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational 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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIWFS”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Deutsche Bank Securities Inc. (“DrexelDBSI”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIWFS, Academy and Drexel DBSI (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16November 29, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16November 29, 2024 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 11November 14, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11November 14, 20242016, 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 September 16, 2024 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 and effective as of September June 1, 2024 2020 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), KeyBanc Capital Markets Inc. (“KeyBanc”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital Markets Corp. Xxxxxxxx Capital, LLC (“BMO Capital MarketsXxxxxxxx”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, KeyBanc, SGAS, UBS Natixis Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Xxxxxxxx and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September June 16, 2024 2020 (together with all annexes and exhibits thereto 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 June 16, 2024 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 11June 9, 20242020, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 9, 20242020, 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 September 16, 2024 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 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 and effective as of September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers"SCO Transaction."

RECITALS. The Mortgage Loan Seller desires SCOTSDALE MI LLC (“Scotsdale”), CARRIAGE PARK MI LLC (“Carriage Park”), MACOMB MANOR MI LLC (“Macomb Manor”), and CARRIAGE HILL MI LLC (“Carriage Hill”), each a Delaware limited liability company, having its principal place of business c/o Lightstone Holdings LLC, 000 Xxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxxxx 00000 (hereinafter collectively referred to sell, assign, transfer, set over and otherwise convey as the “Borrower”; references herein to the PurchaserBorrower unless otherwise specifically stated, without recourseshall also mean and refer to each and every one of Scotsdale, representation or warrantyCarriage Park, other than as set forth hereinMacomb Manor and Carriage Hill, jointly and severally), has requested that Lender make a loan to Borrower in the amount of $52,000,000.00 (the “Loan”). The Loan will be evidenced by that certain Promissory Note, dated of the date of this Guaranty, made by Borrower to Lender (the “Note”), and a Loan and Security Agreement by and between Borrower and Lender (the Purchaser desires “Loan Agreement”). The Loan will be evidenced by a Promissory Note from Borrower to purchaseLender dated as of the date of this Guaranty (the “Note”) and a Loan and Security Agreement by and between Borrower and Lender (the “Loan Agreement”). The Note will be secured by, subject to among other things, those certain Mortgages dated the terms and conditions set forth herein, same date as the commercial, multifamily and/or manufactured housing community mortgage loans Note (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 “TrustInstrument”), 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 encumbering certain real properties and improvements described in each Instrument (such assets collectively, the “Trust Fund”) will be evidenced by a series of mortgage pass-through certificates (the “CertificatesProperty”). Certain classes of As used herein, the Certificates will be rated by nationally recognized statistical rating organizations (term “Loan Documents” shall mean the “Rating Agencies”). Certain classes of Certificates (Note, the “Registered Certificates”) will be registered under Loan Agreement, the Securities Act of 1933, as amended (the “Securities Act”)Instrument, and certain classes any other documents or instruments given by Borrower or others and accepted by Lender for the purposes of Certificates (evidencing, securing, or guaranteeing the “Non-Registered Certificates”) will Loan. All capitalized terms 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 set forth 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Loan Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Pursuant to that certain Amended and Restated Master Repurchase Agreement, dated as of May 14, 2003 (as amended, supplemented or otherwise modified from time to time, the "Original Repurchase Agreement"), between CDC and the Seller, the Seller desires has agreed to sell, assignfrom time to time, transfer, set over to CDC certain mortgage loans (the "Mortgage Loans") as whole loans upon the terms and otherwise convey subject to the Purchaser, without recourse, representation or warranty, other than as conditions set forth hereintherein. The Guarantor owns indirectly all interests in the Seller. Pursuant to the terms of that certain Amended and Restated Custodial and Disbursement Agreement, dated as of May 14, 2003 (the "Custodial and Disbursement Agreement"), Deutsche Bank National Trust Company ("Deutsche Bank") is required to (i) take possession of the Mortgages and the Purchaser desires to purchaseMortgage Notes, subject to along with certain other documents specified in the Agreements, as the Custodian of CDC and any future purchaser, on several delivery dates, in accordance with the terms and conditions set forth hereinof the Custodial and Disbursement Agreement and (ii) hold certain accounts of the Seller and CDC and disburse certain funds in accordance with the terms of the Custodial and Disbursement Agreement. Pursuant to that certain Amendment to the Amended and Restated Master Repurchase Agreement, dated as of January 1, 2004 (the "Amendment", and collectively with the Original Repurchase Agreement as amended from time to time, the commercial"Repurchase Agreement"), multifamily and/or manufactured housing community mortgage loans between CDC and the Seller, CDC and the Seller have agreed to amend the Original Repurchase Agreement to modify certain covenants, events of default and representations and warranties relating to the Mortgage Loans. It is a condition precedent to CDC's entering into the Amendment that the Guarantor shall have executed and delivered this Guarantee with respect to any and all representations, warranties, covenants and other obligations (collectively, the “Mortgage Loans”"Obligations") 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Seller 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 CDC under each 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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 Repurchase Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, relating to the Non-Registered Certificates (together with all annexes Custodial and exhibits thereto, the “Preliminary Private Placement Memorandum”), (c) the Prospectus, (d) the Private Placement Memorandum Disbursement Agreement and (e) certain each other disclosure documents and offering materials relating to the Certificates, pursuant to an indemnification agreement, dated as of September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial PurchasersRepurchase Document.

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 and effective as of September 1, 2024 2014 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCthe Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as general master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as general special servicer (the “Special Servicer”), Computershare 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 CompanyAdvisor”), 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”), U.S. Bank Trust Companyand Wilmington Trust, National Association, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) collectively with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASRBS Securities and Citigroup Global Markets Inc. (“Citigroup” and, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy collectively with WFS and Drexel (collectively, RBS Securities in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 169, 2024 2014 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, 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 169, 2024 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 11August 29, 20242014, relating to the Registered Certificates (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, (the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 29, 20242014, 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 September 16, 2024 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 September June 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (in such capacity, as master servicer (the “Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as special servicer (the a “Special Servicer”), Computershare Trust CompanyAEGON USA Realty Advisors, National AssociationLLC, as certificate administrator Save Mart Portfolio special servicer (in such capacity, the a “Certificate Administrator”) and as custodian (in such capacity, the “CustodianSpecial Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 Barclays Capital Inc. UBS Securities LLC (“Barclays CapitalUBS Securities”), Xxxxx Fargo Securities, LLC (“WFS”), SG Americas Securities, LLC (“SGAS”), UBS Natixis Securities Americas LLC (“UBS Natixis Securities”), BMO Capital CIBC World Markets Corp. (“BMO Capital CIBC World Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx” and, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays CapitalUBS Securities, WFS, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Natixis Securities and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16June 1, 2024 2017 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16June 1, 2024 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 11May 22, 20242017, 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 Agreementthereto, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 22, 20242017, 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 September 16, 2024 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 and 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 Bxxxxxx Industrial Portfolio III, only the portion of such Mortgage Loan secured by the individual properties other than the individual property identified on Exhibit A as San Diego Union – Tribune (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 and effective as of September 1, 2024 2013 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCthe Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as general master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPNCB, FSB, as special NCB master servicer (in such capacity, the “Special NCB Master Servicer”), Computershare Trust CompanyWxxxx 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”), Rialto Capital Advisors, LLC, as general special servicer (the “Special Servicer”), NCB, FSB as co-op special servicer (in such capacity, the “Co-op Special Servicer”), Pentalpha Surveillance LLC, as trust advisor (the “Trust Advisor”), and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) collectively with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASRBS Securities and Gxxxxxx, UBS SecuritiesSxxxx & Co. (“GS&Co.” and, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy collectively with WFS and Drexel (collectively, RBS Securities in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 16, 2024 the date hereof (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “ProspectusProspectus Supplement”), relating to the Registered Certificates Certificates, which is a supplement to that certain base prospectus, dated July 8, 2013 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”) and (b) that certain private placement memorandum, dated September 16, 2024 the date hereof (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 116, 20242013, relating to the Registered Certificates (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, (the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 116, 20242013, 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 September 16, 2024 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 September August 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMICitigroup”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy Citigroup and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16August 11, 2024 2017 (together with all annexes and exhibits thereto 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 16August 11, 2024 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 11August 3, 20242017, 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 September 11August 3, 20242017, relating to the Non-Registered Certificates (together with all annexes and exhibits thereto, as amended and supplemented by that certain supplement to the preliminary private placement memorandum, dated August 7, 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 September 16, 2024 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 September July 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Wxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National AssociationAssociation (“Wxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPKeyBank National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationWxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Wxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the Vertical RR Interest) to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, DBSI and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank and the Initial Purchasers. The Purchaser intends to transfer the Vertical RR Interest to Wxxxx Fargo Bank and Barclays Bank PLC pursuant to the U.S. Credit Risk Retention Agreement, dated as of June 27, 2017, by and between the Depositor, Wxxxx Fargo Bank and Barclays Bank PLC. The Certificates are more fully described in (a) that certain prospectus dated September 16June 28, 2024 2017 (together with all annexes and exhibits thereto 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 16June 28, 2024 2017 (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 11June 21, 20242017, 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 23, 2017 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 21, 20242017, relating to the Non-Registered Certificates (other than the Vertical 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 September 16, 2024 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 September October 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between UBS Commercial Mortgage Securities LLCSecuritization Corp., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. Wxxxx Fargo Securities, LLC (“BMO Capital MarketsWFS”), KeyBanc Capital CIBC World Markets Inc. Corp., Brean Capital, LLC (“KeyBancBrean”), Deutsche Bank Securities Inc. Bxxxxxxx Capital, LLC (“DBSI”), Citigroup Global Markets Inc. (“CGMIBxxxxxxx”), Academy Securities, Inc. (“Academy”) and Xxxxxx Dxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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 Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsWFS, KeyBancBrean, DBSI, CGMIBancroft, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 1627, 2024 2019 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 1627, 2024 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 1120, 20242019, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 1120, 20242019, 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 September 16, 2024 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 September May 1, 2024 2021 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Shank & Co., LLC (collectively, “Xxxxxxx Xxxxxxxx Xxxxx”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital MarketsAcademy, KeyBanc, DBSI, CGMI, Academy Drexel and Drexel Xxxxxxx Xxxxxxxx Xxxxx (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16April 23, 2024 2021 (together with all annexes and exhibits thereto 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 16April 23, 2024 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 11April 16, 20242021, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11April 16, 20242021, 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 September 16, 2024 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 September June 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween Xxxxxx Xxxxxxx Capital I Inc., as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyXxxxx Fargo Bank, National Association, as certificate administrator general master servicer, CWCapital Asset Management LLC, as general special servicer, National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “Certificate AdministratorNCB Master Servicer”) and as custodian NCB special servicer (in such capacity, the “CustodianNCB Special Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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”). 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 hereofAgreement). 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 Barclays Capital Inc. Xxxxxx Xxxxxxx & Co. LLC (“Barclays CapitalMS&Co.”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC Merrill, Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“AcademyMLPF&S”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively” and, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Xxxxxx Xxxxxxx Mortgage Capital Holdings Inc. (“BCHI”) LLC and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays CapitalMS&Co., SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy WFS and Drexel MLPF&S (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxxx Xxxxxxx Mortgage Capital Holdings LLC and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Xxxxxx Xxxxxxx Bank, N.A., Xxxxx Fargo Bank, National Association and Bank of America, National Association pursuant to the RR Interest Transfer Agreement, dated as of the date hereof (the “RR Interest Transfer Agreement”), between the Depositor, Xxxxxx Xxxxxxx Bank, N.A., Xxxxx Fargo Bank, National Association and Bank of America, National Association. The Certificates are more fully described in (a) that certain prospectus dated September 16June 19, 2024 2017 (together with all annexes and exhibits thereto 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 16June 19, 2024 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 11June 12, 20242017, 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) with respect to the Registered Certificates, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11June 12, 20242017, 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 September 16, 2024 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 and effective as of September April 1, 2024 2023 (the “Pooling and Servicing Agreement”), among Barclays Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 entered into on or after the date hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC BofA Securities, Inc. (“UBS BofA Securities”), BMO Capital Markets Corp. Xxxxxx Xxxxxxx & Co. LLC (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSIMS&Co.”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC (collectively“Xxxxxxx Xxxxxxxx” and, collectively with WFS, BofA Securities, MS&Co., CGMI, Academy and Drexel, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays CapitalWFS, SGAS, UBS BofA Securities, BMO Capital Markets, KeyBanc, DBSIMS&Co., CGMI, Academy Academy, Drexel and Drexel Xxxxxxx Xxxxxxxx (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo 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 16March 31, 2024 2023 (together with all annexes and exhibits thereto 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 16March 31, 2024 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 11March 23, 20242023, 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), the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 23, 20242023, 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 September 16, 2024 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 and effective as of September June 1, 2024 2014 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween the Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx 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”), U.S. Bank LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust CompanyAdvisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) together with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16May 21, 2024 2014 (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASRBS Securities and Citigroup Global Markets Inc. (“Citigroup” and, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy together with WFS and Drexel (collectively, RBS Securities in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16May 21, 2024 2014 (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 16June 2, 2024 2014 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, 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 16June 2, 2024 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 11May 14, 20242014, relating to the Registered Certificates (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, (the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 14, 20242014, 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 September 16, 2024 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, 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 and effective as of September April 1, 2024 2015 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween the Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), 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”), U.S. Bank Trust Companyand Trimont Real Estate Advisors, National AssociationInc., as trustee trust advisor (the “Trustee”), and Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Trust 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 Wxxxx Fargo Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays CapitalBarclays”), SG ) and Natixis Securities Americas Securities, LLC (“SGAS”)Natixis” and, UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) together with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, Barclays in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel Natixis (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 16April 21, 2024 2015 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, 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 16April 21, 2024 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 11April 14, 20242015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto (as supplemented by those certain supplements to the Free Writing Prospectus, dated April 17, 2015 and information incorporated therein by reference as of the last Time of Sale as defined in the Indemnification AgreementApril 20, 2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11April 14, 20242015, relating to the Non-Registered Certificates (, together with all annexes and exhibits theretothereto (as supplemented by that certain supplement to the Preliminary Private Placement Memorandum, dated April 17, 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 September 16, 2024 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 September May 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Wxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities LLC (“UBS Academy Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancAcademy”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASAcademy, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy DBSI and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16May 12, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16May 12, 2024 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 and Basis Investment 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 11May 3, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 3, 20242016, 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 September 16, 2024 the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, Basis Investment, the Depositor, the Underwriters and the Initial Purchasers. The Mortgage Loan Seller and Basis Investment hereby acknowledge that Basis Investment, as owner of a direct 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 Basis Investment to the terms hereof.

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 and effective as of September 1, 2024 (the “Pooling and Servicing First Lien Credit Agreement”); The U.S. Borrower, among Barclays Commercial Mortgage Securities LLCU.S. Holdings, certain subsidiaries of U.S. Holdings, the lenders and agents party thereto, and GSCP, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator Lead Arranger (in such capacity, the “Certificate AdministratorLead Arranger”) and Bookrunner and CapitalSource, as custodian Administrative Agent and Collateral Agent, entered into that Credit Agreement dated as of the date hereof providing for a term loan (in such capacityas amended, restated, supplemented, modified, replaced or refinanced from time to time, the “CustodianSecond Lien Credit Agreement”); Pursuant to (i) the First Lien Credit Agreement, U.S. Bank Trust Company, National AssociationHoldings 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 trustee (the “Trustee”), and 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 First Lien Credit Agreement) (such U.S. Subsidiaries and Servicing Agreement as in full force and effect on any future U.S. Subsidiaries of U.S. Borrower providing a guaranty of the Closing Date Obligations of the U.S. Borrower (as defined in Section 1 hereofthe First Lien Credit Agreement) thereunder, the “U.S. Subsidiary Guarantors”) agree to guaranty the First Lien Obligations (except the “First Lien Guaranty”) and (ii) the Second 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 to agree to guaranty the Second Lien Obligations (the “Second Lien Guaranty”); The obligations of U.S. Borrower under the First Lien Credit Agreement and any Hedge Agreements with a Lender Counterparty, the obligations of U.S. Holdings and the 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 obligations of the U.S. Borrower under the Second Lien Credit Agreement, the 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, U.S. Holdings and the U.S. Subsidiary Guarantors, respectively, pursuant to the terms of the Second Lien Collateral Documents; The First Lien Loan Documents and the Second Lien Loan Documents provide, among other things, that the parties thereto shall set forth in this Agreement their respective rights and remedies with respect to the definition of “Servicing File”, which Collateral; and In order to induce the First Lien Collateral Agent and the First Lien Claimholders to consent to the Grantors incurring the Second Lien Obligations and to induce the First Lien Claimholders to extend credit and other financial accommodations and lend monies to or 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 benefit of the Pooling and Servicing Agreement shall be to U.S. Borrower or any other Grantor, 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 Second Lien Collateral Agent on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating Second Lien Claimholders has agreed to the Registered Certificates intercreditor and (b) that certain private placement memorandum, dated September 16, 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 other provisions set forth in (a) that certain preliminary prospectus, dated September 11, 2024, 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 this Agreement, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasers.

RECITALS. The Mortgage Loan Seller desires Titling Trust, the Closed-End Collateral Agent and the Servicer have entered into that certain Fifth Amended and Restated Closed-End Servicing Agreement, dated as of December 15, 2009, as amended, to sell, assign, transfer, set over and otherwise convey provide that such agreement will constitute the “Closed-End Servicing Agreement” (as defined in the Titling Trust Agreement) with respect to the PurchaserClosed-End Collateral Specified Interest, without recoursewhich provides, representation or warrantyamong other things, other than for the servicing of the Titling Trust Assets by the Servicer. The Titling Trust, as set forth herein, and the Purchaser desires to purchase, subject to the terms and conditions set forth hereinBorrower, the commercialClosed-End Collateral Agent, multifamily and/or manufactured housing community mortgage loans (collectivelyBank of America, 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 1933N.A., 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”)Deal Agent, U.S. Bank Trust Company, National Association, as Closed-End Administrative Agent, and the other Secured Parties named therein entered into a Fourth Amended and Restated Collateral Agency Agreement, dated as of December 15, 2009 (as amended, modified or supplemented from time to time, the “Collateral Agency Agreement”). The Collateral Agency Agreement contemplates that from time to time the Titling Trustee, on behalf of the Titling Trust and at the direction of the Initial Beneficiary, will identify and allocate on the Titling Trust’s books and records certain Titling Trust Assets within separate Reference Pools and create and issue to the Initial Beneficiary a Closed-End Exchange Note. Concurrently herewith, World Omni Auto Leasing LLC (the “Depositor”) will purchase the Exchange Note, which represents the 2023-A Reference Pool, from the Initial Beneficiary and World Omni Automobile Lease Securitization Trust 2023-A, a Delaware statutory trust (the “Issuing Entity”), will purchase the Exchange Note, which represents the 2023-A Reference Pool, from the Depositor. The Issuing Entity is expected to fund such purchase from proceeds of the issuance of the Notes and Certificates. Concurrently herewith, the Issuing Entity is entering into an asset-backed financing transaction pursuant to, among other agreements, an Indenture, dated as of the date hereof (the “Indenture”), among the Issuing Entity, Wilmington Trust, National Association, as indenture trustee (the “Indenture Trustee”), and Park Bridge Lender Services LLCWilmington Trust, National Association, as operating advisor Account Bank, pursuant to which the Issuing Entity will issue asset-backed notes and will grant a security interest to the Indenture Trustee in certain of its assets. Concurrently herewith, the Titling Trust, the Closed-End Collateral Agent, the Closed-End Administrative Agent, and the other Secured Parties named therein are entering into that certain Exchange Note Supplement 2023-A to the Collateral Agency Agreement (in such capacityas amended, modified or supplemented from time to time, the “Operating AdvisorExchange Note Supplement”) to supplement the terms of the Collateral Agency Agreement (i) to cause the Titling Trustee to identify and as asset representations reviewer allocate Titling Trust Assets to a particular Reference Pool (in such capacity, the “Asset Representations ReviewerReference Pool”), which shall consist of Titling Trust Assets which shall constitute Exchange Note Assets, (ii) to create and issue to Auto Lease Finance LLC a Closed-End Exchange Note and (iii) to set forth the terms and conditions thereof. Capitalized terms used but not otherwise defined herein shall have The Titling Trust desires to retain the respective meanings assigned Servicer 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 provide certain services with respect to the definition 2023-A Reference Pool allocated to the Closed-End Exchange Note owned by the Issuing Entity, and the parties hereto desire, pursuant to this Exchange Note Servicing Supplement, to supplement the terms 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 Closed-End Servicing Agreement entered into on or after insofar as they apply to the date hereof). Any reference to a provision 2023-A Reference Pool, providing for specific servicing obligations that will benefit the Issuing Entity, as holder of the Pooling Closed-End Exchange Note, and Servicing Agreement shall be to the Pooling and Servicing Agreement Indenture Trustee, as in full force and effect on the Closing Date. It is anticipated that pledgee of the Purchaser will transfer the Mortgage Loans to the Trustee Closed-End Exchange Note on behalf of the Trust contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial PurchasersNoteholders.

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 September December 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust CompanyTrimont Real Estate Advisors, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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, 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”). 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIBarclays”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Deutsche Bank Securities Inc. (“DrexelDBSI”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (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 A master servicer identified 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 (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 Master Servicing Agreement of which will be these Standard Terms are 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 September 1, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer part (the “Master Servicer”), Argentic Services Company LP, ) intends to act as special servicer “master servicer” on behalf of Fremont Mortgage Securities Corporation (“FMSC”) for one or more Series of collateralized structured securities (the “Special ServicerSecurities”), Computershare Trust Company, National Association, as certificate administrator ) pursuant to an indenture between FMSC or an owner trust created by it (in such capacity, the “Certificate AdministratorIssuing Entity”) and as custodian (the trustee identified in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee indenture (the “Trustee”), and Park Bridge Lender Services LLC, as operating advisor . The Securities are to be secured by mortgage loans that have been sold or pledged to the Issuing Entity by FMSC (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations ReviewerMortgage Loans”). Capitalized terms used but not otherwise defined herein shall have Collection of the respective meanings assigned to them in the Pooling scheduled principal and Servicing Agreement as in full force and effect interest payments on the Closing Date (as defined in Section 1 hereof) (except with respect to the definition Mortgage Loans, plus pass-through payments of “Servicing File”prepayments and liquidation proceeds, 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 will 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 paid to the Trustee on behalf of the Trust contemporaneously Issuing Entity for the payment of the principal and interest on the Securities. FMSC has entered into Sales/Servicing Agreements with various Servicers acceptable to the Master Servicer and has assigned its purchase interest in the Sales/Servicing Agreements either to the Issuing Entity or to one of its subsidiaries, which, in turn, has assigned its interest to the Issuing Entity. Under the terms of its Sales/Servicing Agreement, each Servicer has agreed to service the mortgage loans sold by it to FMSC. To provide for the administration and servicing of the Mortgage Loans hereunder. The Purchaser intends to sell that secure payment of the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”)including the orderly and timely collection of scheduled payments of principal and interest and the advance of such payments by the Master Servicer to the extent recoverable from Liquidation Proceeds, UBS Securities LLC (“UBS Securities”)Insurance Proceeds, BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacityor subsequent payments by the Borrower, the Issuing Entity and FMSC, on behalf of itself or one of its subsidiaries, have retained the Master Servicer to act as a “Underwriters”) pursuant master servicer” for all Mortgage Loans and to an underwriting agreement, dated as manage and supervise the administration and servicing of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto 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 16, 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 11, 2024, relating to by all Servicers for the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein by reference as benefit of the last Time of Sale as defined in the Indemnification AgreementIssuing Entity, FMSC, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters Trustee and the Initial PurchasersSecurityholders.

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 and effective as of September June 1, 2024 2014 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween the Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust CompanyWxxxx 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”), U.S. Bank LNR Partners, LLC, as special servicer (the “Special Servicer”), Situs Holdings, LLC, as trust advisor (the “Trust CompanyAdvisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”), and 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 Fund contemporaneously with its purchase of the Mortgage Loans hereunder. The Purchaser intends to sell the Registered Certificates to Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGASWFS”), UBS RBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBancRBS Securities”), ) and Deutsche Bank Securities Inc. (“DBSI”)” and, Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) together with WFS and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, RBS Securities in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16May 21, 2024 2014 (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASRBS Securities and Citigroup Global Markets Inc. (“Citigroup” and, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy together with WFS and Drexel (collectively, RBS Securities in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16May 21, 2024 2014 (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 16June 2, 2024 2014 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, 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 16June 2, 2024 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 11May 14, 20242014, relating to the Registered Certificates (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, (the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11May 14, 20242014, 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 September 16, 2024 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 September July 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as general master servicer (in such capacity, the “General Master Servicer”), Argentic Services Company LPCWCapital Asset Management LLC, as general special servicer (the “General Special Servicer”), Computershare Trust CompanyNational Cooperative Bank, National AssociationN.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”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGASBarclays”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxSG Americas Securities, LLC (“DrexelSG Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASBarclays, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel SG Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16July 18, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16July 18, 2024 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 and Basis Investment 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 July 11, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto thereto), as amended and information incorporated therein supplemented by reference as of supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated July 13, 2016 (collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September July 11, 20242016, 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 September 16, 2024 the date hereof (the “Indemnification Agreement”), among the Mortgage Loan Seller, Basis Investment, the Depositor, the Underwriters and the Initial Purchasers. The Mortgage Loan Seller and Basis Investment hereby acknowledge that Basis Investment, as owner of a direct 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 Basis Investment 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 and effective as of September November 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer Association (the “Master ServicerXxxxx Fargo Bank”), Argentic Services Company LP, as special general master servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate AdministratorGeneral Master Servicer”) and ), C-III Asset Management LLC, as custodian general special servicer (the “General Special Servicer”), National Cooperative Bank, N.A., as NCB master servicer (in such capacity, the “CustodianNCB Master Servicer”) and as NCB special servicer (in such capacity, the “NCB Special Servicer”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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, 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”). 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 (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMIBarclays”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC Citigroup Global Markets Inc. (“DrexelCitigroup”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMIBarclays, Academy and Drexel Citigroup (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 25, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16October 25, 2024 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 11October 18, 20242016, 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 Agreementthereto, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 18, 20242016, 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 September 16, 2024 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 2.1 Heber Geothermal leases and operates a geothermal generating facility with a maximum 49.9 megawatt net output at the Heber known Geothermal Resource Area (KGRA) and sells the Electric Output From the Plant to sellSouthern California Edison Company (SCE). 2.1.1 Heber Geothermal intends to construct the Plant, assignand upon completion of such construction, transfersell the Plant to United States Trust Company of New York, set over a New York corporation, not in its individual capacity (except as expressly provided in the Participation Agreement and otherwise convey the Trust Agreement) but solely as Owner Trustee under the Trust Agreement, and its successors and assigns as such Owner Trustee (the "Owner Trustee") and lease back the Plant from the Owner Trustee pursuant to the PurchaserLease Agreement, without recoursedated the Lease Closing Date, representation or warrantybetween the Owner Trustee, other than as set forth hereinLessor, and Heber Geothermal, as Lessee (the Purchaser desires "Lease"). To finance construction of the Plant, Heber Geothermal proposes to purchaseborrow money from General Electric Credit Corporation, subject a New York corporation ("GECC"), pursuant to a loan agreement. Such borrowing will be secured in accordance with the Construction Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing, dated as of December 1, 1983, among Heber Geothermal, the deed trustee and GECC, and as it may be amended, modified and supplemented from time to time in accordance with the terms thereof (the "Mortgage") by a first mortgage on the Plant and by an assignment (for security purposes only) of certain contractual rights of Heber Geothermal. Upon completion of such construction, Xxxxx Geothermal intends to assign all of its rights under certain contracts outright to the Owner Trustee pursuant to the Xxxx of Sale and Assignment, dated the Lease Closing Date, from Heber Geothermal in favor of the Owner Trustee (the "Xxxx of Sale") in connection with the sale of the Plant to the Owner Trustee. Contemporaneously with such assignment and sale, Heber Geothermal intends to enter into the Lease pursuant to which all of the Owner Trustee's rights under such contracts will be assigned to Heber Geothermal during the term of the Lease and thereafter if Heber Geothermal purchases the Plant pursuant to the terms of the Lease. After giving effect to the aforesaid sale and leaseback, Heber Geothermal will be fully obligated to perform all of its obligations with respect to such contracts. 2.2 SCE has entered into the Power Purchase Agreement dated August 26, 1983, (Purchase Agreement) with Heber Geothermal to purchase all the Electric Output From the Plant. 2.3 SCE and Heber Geothermal agree that the terms and conditions set forth herein, regarding transmission of the commercial, multifamily and/or manufactured housing community mortgage loans (collectively, Electric Output From the “Mortgage Loans”) identified on the schedule annexed hereto as Exhibit A (as such schedule may Plant to an IID/SCE point of interconnection shall 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 an agreement to be dated entered between IID and effective as SCE. 2.4 Since the Plant has been built in the IID service territory, it will be convenient to connect the Plant to the IID electric system. Heber Geothermal hereby grants the IID the right to enter the Plant site for any reasonable purposes connected with this Agreement, by previous arrangements with the Plant manager. Those reasonable purposes included maintenance and repairs to IID equipment in Heber Geothermal facilities, observing tests of September 1said facilities, 2024 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”)reading of kilowatt-hour meters, and Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) like. 2.5 Heber Geothermal desires to purchase 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 IID desires to sell the Registered Certificates electrical energy necessary to Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with satisfy all annexes and exhibits thereto and information incorporated therein by reference as of the date corporation and maintenance power consumption requirements of filing thereofthe Plant for the life of the Plant that is not normally generated by the Plant itself, or portable generating equipment. 2.6 The Parties desire, by means of this Agreement, to interconnect the “Prospectus”)Plant to the IID electrical system and to establish the terms, conditions and obligations of the Parties relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchaserssuch interconnection.

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 September November 1, 2024 2019 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to WFS, Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 23, 2024 2019 (together with all annexes and exhibits thereto 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 16October 23, 2024 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 11October 15, 20242019, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 15, 20242019, 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 September 16, 2024 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 and effective as of September December 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPLNR Partners, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and 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 Securities, LLC (“WFS”), Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) 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, BMO Capital Markets, KeyBanc, DBSI, CGMI, and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI 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 16December 14, 2024 2017 (together with all annexes and exhibits thereto 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 16December 14, 2024 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 11December 6, 20242017, 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 December 8, 2017 (the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11December 6, 20242017, 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 September 16, 2024 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 September April 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities Merrill, Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated (“MLPF&S”), Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx” and, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays CapitalWFS, SGASMLPF&S, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, MS&Co. and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo 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 16April 6, 2024 2017 (together with all annexes and exhibits thereto 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 16April 6, 2024 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 11March 28, 20242017, 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) with respect to the Registered Certificates, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 28, 20242017, 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 September 16, 2024 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 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 and effective as of September August 1, 2024 2015 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLCbetween the Purchaser, as depositor (in such capacity, the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trimont Real Estate Advisors, Inc., as trust advisor (the “Trust CompanyAdvisor”), 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”), U.S. Bank Trust Companyand Wilmington Trust, National Association, as trustee (the “Trustee”), and 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 Barclays Capital Inc. Xxxxx Fargo Securities, LLC (“Barclays CapitalWFS”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMICitigroup”), Academy Securities, Inc. Xxxxxx Xxxxxxx & Co. LLC (“AcademyXxxxxx Xxxxxxx”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“Drexel”) (collectivelyNatixis” and, together with WFS, SGAS, Citigroup and Xxxxxx Xxxxxxx, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS SecuritiesCitigroup, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy Xxxxxx Xxxxxxx and Drexel Natixis (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus supplement dated September 16August 19, 2024 2015 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, 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 16August 19, 2024 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 11August 3, 20242015, relating to the Registered Certificates (Certificates, together with all annexes and exhibits thereto (as supplemented by (i) that certain supplement to the free writing prospectus, dated August 14, 2015 and information incorporated therein by reference as of (ii) that certain supplement to the last Time of Sale as defined in the Indemnification Agreementfree writing prospectus, dated August 18, 2015, the “Preliminary Free Writing Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11August 3, 20242015, relating to the Non-Registered Certificates (Certificates, together with all annexes and exhibits theretothereto (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 September 16, 2024 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 September February 1, 2024 2016 (the “Pooling and Servicing Agreement”), among Barclays between the Wxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Wxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and 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”). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Wxxxx Fargo Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSIWFS”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, Natixis Securities Americas LLC (“DrexelNatixis Securities”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Wxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy CGMI and Drexel Natixis Securities (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Wxxxx Fargo Bank, National Association and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16February 19, 2024 2016 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereofthereto, the “Prospectus”), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16February 19, 2024 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 11February 9, 20242016, relating to the Registered Certificates (together with all annexes and exhibits thereto and information incorporated therein as supplemented by reference as of that certain supplement to the last Time of Sale as defined in the Indemnification Agreementpreliminary prospectus, dated February 12, 2016, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11February 9, 20242016, relating to the Non-Registered Certificates (together with all annexes and exhibits theretothereto 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 September 16, 2024 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 collectivelyacting through the Property Trustee) are parties to the Amended and Restated 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 “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 September 1, 2024 (the “Pooling and Servicing Stock Purchase Contract Agreement”), among Barclays Commercial Mortgage Securities LLCpursuant to which the Company has issued certain stock purchase contracts (each, as depositor (the a “Depositor”), KeyBank National Association, as master servicer (the “Master Servicer”), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate AdministratorStock Purchase Contract”) to the Trust. Each Stock Purchase Contract requires the Company to issue and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”)sell, and Park Bridge Lender Services LLCthe Property Trustee (on behalf of the Trust) to purchase, 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 Stock Purchase 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 Barclays Capital Inc. (“Barclays Capital”Stock Purchase Contract Agreement), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, in such capacity, the “Underwriters”) pursuant to for an underwriting agreement, dated as of September 16, 2024 amount (the “Underwriting 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”), among all things necessary to make this Agreement a valid agreement of the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy and Drexel (collectivelyCompany, in such capacityaccordance with its terms, the “Initial Purchasers”) pursuant to a certificate purchase agreementhaving been done, dated as of September 16, 2024 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16, 2024 (together with all annexes and exhibits thereto and information incorporated therein by reference as of the date of filing thereof, the “Prospectus”), relating conditions precedent to the Registered Certificates execution and (b) that certain private placement memorandum, dated September 16, 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 (the “Indemnification Agreement”), among the Mortgage Loan Seller, the Depositor, the Underwriters and the Initial Purchasersdelivery hereof having been satisfied.

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 September July 1, 2024 2021 (the “Pooling and Servicing Agreement”), among Barclays Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National AssociationAssociation (“Xxxxx Fargo Bank”), as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPMidland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National AssociationXxxxx Fargo Bank, as certificate administrator (in such capacity, the “Certificate Administrator”) ), as tax administrator and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust CompanyWilmington Trust, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and ), Xxxxxx Xxxxxxxx, LLC (“Drexel”) and Xxxxxxx Xxxxxxxx Shank & Co., LLC (collectively, “Xxxxxxx Xxxxxxxx Xxxxx”) (collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays CapitalWFS, SGASCredit Suisse, UBS Securities, BMO Capital MarketsAcademy, KeyBanc, DBSI, CGMI, Academy Drexel and Drexel Xxxxxxx Xxxxxxxx Xxxxx (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among the Purchaser, BCHI Xxxxx Fargo Bank and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16July 20, 2024 2021 (together with all annexes and exhibits thereto 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 16July 20, 2024 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 11July 12, 20242021, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11July 12, 20242021, 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 September 16, 2024 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 September April 1, 2024 2017 (the “Pooling and Servicing Agreement”), among Barclays between Xxxxx Fargo Commercial Mortgage Securities LLCSecurities, Inc., as depositor (the “Depositor”), KeyBank Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and Park Bridge Lender Services 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”). 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 hereofAgreement). 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas Xxxxx Fargo Securities, LLC (“SGASWFS”), UBS Securities Merrill, Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated (“MLPF&S”), Xxxxxx Xxxxxxx & Co. LLC (“UBS SecuritiesMS&Co.”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), ) and Academy Securities, Inc. (“Academy”) and Xxxxxx Xxxxxxxx” and, LLC (“Drexel”) (collectively, collectively in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “Underwriting Agreement”), among between the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) Xxxxx Fargo Bank, National Association and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates (other than the RR Interest) to Barclays CapitalWFS, SGASMLPF&S, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, MS&Co. and Academy and Drexel (collectively, collectively in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “Certificate Purchase Agreement”), among between the Purchaser, BCHI Xxxxx Fargo Bank, National Association and the Initial Purchasers. The Purchaser intends to transfer the RR Interest to Bank of America, 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, 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 16April 6, 2024 2017 (together with all annexes and exhibits thereto 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 16April 6, 2024 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 11March 28, 20242017, 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) with respect to the Registered Certificates, collectively, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11March 28, 20242017, 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 September 16, 2024 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 September November 1, 2024 2023 (the “Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC, as depositor (the “Depositor”), KeyBank Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), Argentic Services Company LPRialto Capital Advisors, LLC, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and ), as custodian (in such capacity, the “Custodian”), U.S. Bank Trust Company, National Association, ) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services 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 Barclays Capital Inc. (“Barclays Capital”), SG Americas BofA Securities, LLC Inc. (“SGAS”), UBS Securities LLC (“UBS BofA Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), SG Americas Securities, LLC (“SGAS”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) and Xxxxxx XxxxxxxxXxxxxxxx Financial Group, LLC Inc. (“DrexelMischler”) (collectively, in such capacity, the “Underwriters”) pursuant to an underwriting agreement, dated as of September 16October 19, 2024 2023 (the “Underwriting Agreement”), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) and the Underwriters. The Purchaser intends to sell the Non-Registered Certificates to Barclays Capital, SGAS, UBS BofA Securities, BMO Capital Markets, SGAS, KeyBanc, DBSI, CGMI, Academy and Drexel Mischler (collectively, in such capacity, the “Initial Purchasers”) pursuant to a certificate purchase agreement, dated as of September 16October 19, 2024 2023 (the “Certificate Purchase Agreement”), among the Purchaser, BCHI and the Initial Purchasers. The Certificates are more fully described in (a) that certain prospectus dated September 16October 20, 2024 2023 (together with all annexes and exhibits thereto 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 16October 20, 2024 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 11October 16, 20242023, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11October 16, 20242023, 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 September 16October 19, 2024 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 and effective as of September 1, 2024 2006 (the “"Pooling and Servicing Agreement”"), among Barclays Commercial Mortgage Securities LLCBSCMSI, as depositor (in such capacity, the “"Depositor”"), KeyBank National Prudential Asset Resources, Inc., as a master servicer (in such capacity, a "Master Servicer"), Wells Fargo Bank, Natxxxxx Association, as a master servicer (the “in such capacity, a "Master Servicer”"), Argentic Services Company LP, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (in such capacity, the “"Certificate Administrator”") and as custodian tax administrator (in such capacity, the “Custodian”"Tax Administrator"), U.S. LNR Partners, Inc., as a special servicer (a "Special Servicer"), and LaSalle Bank Trust Company, National Association, as trustee (the “"Trustee”), and 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 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 Barclays Capital Bear, Stearns & Co. Inc. (“Barclays Capital”), SG Americas Securities, LLC "XXX") xnd Morgan Stanley & Co. Xxxxxxoxxxxx (“SGAS”), UBS Securities LLC (“UBS Securities”), BMO Capital Markets Corp. (“BMO Capital Markets”), KeyBanc Capital Markets Inc. (“KeyBanc”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Academy Securities, Inc. (“Academy”) "Morgan Stanley"; and Xxxxxx Xxxxxxxx, LLC (“Drexel”) (collectively, xxxxxxex xxxx BSC in such capacity, the “"Underwriters”) "), pursuant to an underwriting agreement, dated as of September 16, 2024 the date hereof (the “"Underwriting Agreement”"), among the Purchaser, Barclays Capital Holdings Inc. (“BCHI”) BSCMSI and the Underwriters. The Purchaser ; and BSCMSI intends to sell the remaining Certificates (the "Non-Registered Certificates Certificates") to Barclays Capital, SGAS, UBS Securities, BMO Capital Markets, KeyBanc, DBSI, CGMI, Academy BSC and Drexel Morgan Stanley (collectively, in such capacitytogetxxx xx xxxx xxpacities, the “"Initial Purchasers”") pursuant to a certificate purchase agreement, dated as of September 16, 2024 the date hereof (the “"Certificate Purchase Agreement”"), among the Purchaser, BCHI BSCMSI and the Initial Purchasers. The Registered Certificates are more fully described in (a) that certain the prospectus dated September 1613, 2024 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 thereto and information incorporated therein by reference as of the date of filing thereofBase Prospectus, the “"Prospectus”"), relating to the Registered Certificates and (b) that certain private placement memorandum, dated September 16, 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 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 11, 2024, 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, the “Preliminary Prospectus”), (b) that certain preliminary private placement memorandum, dated September 11, 2024, 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 September 16, 2024 the date hereof (the “"Indemnification Agreement”"), among the Mortgage Loan SellerPMCF, the Depositor, the Underwriters and the Initial Purchasers.