AGREEMENT BETWEEN NOTE HOLDERS Dated as of June 14, 2019 by and between BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1 Holder), and BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-2 Holder) EXCHANGERIGHT NET LEASED PORTFOLIOAgreement Between Note Holders • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of June 14, 2019, by and between BARCLAYS CAPITAL REAL ESTATE INC. (“Barclays” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and BARCLAYS CAPITAL REAL ESTATE INC. (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder” and together with the Initial Note A-1 Holder, the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of June 6, 2019 by and between STARWOOD MORTGAGE CAPITAL LLC (Initial Note A-1 Holder) and STARWOOD MORTGAGE CAPITAL LLC (Initial Note A-2 Holder) MARRIOTT SPRINGHILL SUITES & TOWNEPLACE SUITESCo-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
Second amended and restated SERVICING AGREEMENTServicing Agreement • November 3rd, 2021 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This SECOND AMENDED AND RESTATED SERVICING AGREEMENT, effective as of October 31, 2021 (including the Exhibit and Annexes attached hereto, this “Agreement”), among Wells Fargo Bank, N.A. (“Wells Bank”) and Wells Fargo Delaware Trust Company, N.A. (“Wells Trust Company,” and together with Wells Bank, the “Sellers” and each, a “Seller”), Computershare Trust Company, N.A. (the “Bank Assets Purchaser”) and, upon execution of the Joinder Agreement, the Delaware Trust Assets Purchaser (together with the Bank Assets Purchaser, the “Purchasers” and each, a “Purchaser”), and Computershare Limited (“Guarantor”) (solely for purposes of Section 9.5).
CO-LENDER AGREEMENT Dated as of April 12, 2019 by and between BSPRT FINANCE SUB-LENDER I, LLC (Note A-1 Holder) and BSPRT FINANCE SUB-LENDER I, LLC (Note A-2 Holder)Co-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 12, 2019, is by and between BSPRT Finance Sub-Lender I, LLC, a Delaware limited liability company (“BSP”), having an address at 1345 Avenue of the Americas, Suite 32A, New York, New York 10105, as the holder of Note A-1, BSP in its capacity as initial agent, the “Initial Agent” and BSP, as the holder of Note A-2.
BBCMS MORTGAGE TRUST 2019-C4 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2019-C4 UNDERWRITING AGREEMENT As of August 9, 2019Underwriting Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
Barclays Commercial Mortgage Securities LLC, a Delaware limited liability company (the “Depositor”), intends to issue its BBCMS Mortgage Trust 2019-C4, Commercial Mortgage Pass-Through Certificates, Series 2019-C4 (the “Certificates”), in twenty-one (21) classes (each, a “Class”) as designated in the Prospectus (as defined below). Pursuant to this underwriting agreement (the “Agreement”), the Depositor further proposes to sell to Barclays Capital Inc. (“Barclays Capital”), SG Americas Securities, LLC (“SGAS”), UBS Securities LLC (“UBS Securities”), Natixis Securities Americas LLC (“Natixis Securities”), CIBC World Markets Corp. (“CIBC World”), Drexel Hamilton, LLC (“Drexel”) and Academy Securities, Inc. (“Academy” and, collectively with Barclays Capital, SGAS, UBS Securities, Natixis Securities, CIBC World and Drexel, the “Underwriters”, and each, individually, an “Underwriter”) the Certificates set forth in Schedule I hereto (the “Registered Certificates”) in the respective original p
AGREEMENT BETWEEN NOTEHOLDERS Dated as of July 11, 2019 by and between DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-1 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-2 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-3...Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of July 11, 2019, is made by and between DEUTSCHE BANK AG, NEW YORK BRANCH (“DB” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), DB, in its capacity as initial owner of Note A-2 (the “Initial Note A-2 Holder”), DB, in its capacity as initial owner of Note A-3 (the “Initial Note A-3 Holder”), UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK (“UBS AG”, in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder”), UBS AG, in its capacity as initial owner of Note A-5 (the “Initial Note A-5 Holder”) and UBS AG, in its capacity as initial owner of Note A-6 (the “Initial Note A-6 Holder”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, between Natixis Real Estate Capital LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
CO-LENDER AGREEMENT Dated as of July 11, 2019 by and among BARCLAYS BANK PLC (Note A-1-A and Note B-1 Holder) BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1-B Holder, Initial Note A-1-D Holder and Initial Note A-1-E Holder) BANK OF AMERICA, N.A....Co-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
Reference is hereby made to the Co-Lender Agreement, dated as of July 11, 2019 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and between Barclays Capital Real Estate Inc., Deutsche Bank AG, New York Branch and Goldman Sachs Bank USA and each lender from time to time party thereto.
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of February 11, 2019Co-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of February 11, 2019 by and among NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020 (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3, the “Initial Note A-3 Holder”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (together with its s
NATIXIS COMMERCIAL MORTGAGE SECURITIES LLC as Depositor, KEYBANK NATIONAL ASSOCIATION, as Servicer, KEYBANK NATIONAL ASSOCIATION, as Special Servicer, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Certificate Administrator, TRUST AND...Trust and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of June 4, 2019 among Natixis Commercial Mortgage Securities LLC, as Depositor, KeyBank National Association, as Servicer and Special Servicer and Wells Fargo Bank, National Association, as Trustee and Certificate Administrator.
CO&-LENDER AGREEMENT Dated as of July 25, 2019 by and between BSPRT Finance Sub-Lender II, LLC (Note A-1 Holder) and BSPRT Finance Sub-Lender II, LLC (Note A-2 Holder)-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of July 25, 2019, is by and between BSPRT Finance Sub-Lender II, LLC, a Delaware limited liability company (“BSP”), having an address at 1345 Avenue of the Americas, Suite 32A, New York, New York 10105, as the holder of Note A-1, BSP in its capacity as initial agent, the “Initial Agent” and BSP, as the holder of Note A-2.
CO-LENDER AGREEMENT Dated as of July 25, 2019 by and between BSPRT Finance Sub- Lender I, LLC (Note A-1 Holder) and BSPRT Finance Sub-Lender I, LLC (Note A-2 Holder)Co-Lender Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of July 25, 2019, is by and between BSPRT Finance Sub-Lender I, LLC, a Delaware limited liability company (“BSP”), having an address at 1345 Avenue of the Americas, Suite 32A, New York, New York 10105, as the holder of Note A-1, BSP in its capacity as initial agent, the “Initial Agent” and BSP, as the holder of Note A-2.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Master Servicer, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, PACIFIC LIFE INSURANCE COMPANY and...Pooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
Exhibit G Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, between Starwood Mortgage Capital LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer and MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Primary Servicer PRIMARY SERVICING AGREEMENT Dated as of August 1, 2019 BBCMS Mortgage Trust 2019-C4, Commercial Mortgage...Primary Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
Building Insurance Requirements Tenant maintains fire & ED on building(s); will need coverage to renew Does not furnish building coverage General liability naming landlord mortgagee as additional insured; will need coverage for review General liability without mentioning landlord’s mortgagee; do not need coverage
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, between Rialto Real Estate Fund III – Debt, LP, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, between CIBC Inc., as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, among Societe Generale Financial Corporation, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), Société Générale, a limited company (société anonyme) licensed in France as a credit institution (établissement de credit) (“Société Générale”) and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, among Barclays Capital Real Estate Inc., as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), Barclays Capital Holdings Inc. (“BCHI”) and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 28th, 2019 • BBCMS Mortgage Trust 2019-C4 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of August 9, 2019, between UBS AG, by and through its New York branch office at 1285 Avenue of the Americas, New York, New York, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
