MLMT 2008-C1 Sample Contracts

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EXECUTION VERSION MERRILL LYNCH MORTGAGE TRUST 2008-C1 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2008-C1 UNDERWRITING AGREEMENT
Underwriting Agreement • June 27th, 2008 • MLMT 2008-C1 • Asset-backed securities • New York

Merrill Lynch, Pierce, Fenner & Smith Incorporated As Representative of the several Underwriters listed on Schedule I hereto c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated 4 World Financial Center 250 Vesey Street, 16th Floor New York, New York 10080

MERRILL LYNCH MORTGAGE INVESTORS, INC. Depositor
Pooling and Servicing Agreement • June 27th, 2008 • MLMT 2008-C1 • Asset-backed securities • New York
WACHOVIA BANK, NATIONAL ASSOCIATION Logo Wachovia Securities
Pooling and Servicing Agreement • March 27th, 2009 • MLMT 2008-C1 • Asset-backed securities

Reference is hereby made to that certain Pooling and Servicing Agreement dated as of June 1, 2008, by and among Merrill Lynch Mortgage Investors Inc, as Depositor, Bank of America National Association, as Master Servier No. 1, Midland Loan Services Inc, as Master Servicer No. 2, Wachovia Bank National Association, as Master Servicer No. 3, Midland Loan Services Inc, as Special Servicer, US Bank National Association, as Trustee, and Lasalle Bank National Association, as Certificate Administrator and Custodian, with respect to Merrill Lynch Mortgage Trust 2008-C1 Commercial Mortgage Pass-Through Certificates, Series 2008-C1 (the "Agreement"). Capitalized terms used herein not otherwise defined shall have the meanings assigned in the Agreement.

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