CO-LENDER AGREEMENT Dated as of November 11, 2020 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) 32-42 BroadwayCo-Lender Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of November 11, 2020 is by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
Second amended and restated SERVICING AGREEMENTServicing Agreement • November 3rd, 2021 • Benchmark 2020-B21 Mortgage Trust • 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).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of November 30, 2020 by and among CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder, Initial Note A-2 Holder and Initial Agent) and CITI REAL ESTATE FUNDING INC. (Initial Note B-1 Holder)Agreement Between Noteholders • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of November 30, 2020 by and between CITI REAL ESTATE FUNDING INC. (together with its successors in interest, “CREFI”), a New York corporation (in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CREFI (in its capacity as initial owner of Note B-1, the “Initial Note B-1 Holder”).
CO-LENDER AGREEMENT Dated as of November 5, 2020 by and between DBR INVESTMENTS CO. LIMITED (Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder, Initial Note A-4 Holder and Initial Note A-5 Holder) and DBR INVESTMENTS CO....Co-Lender Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
This CO-LENDER AGREEMENT (together with the exhibits and schedules hereto and all amendments hereof and supplements hereto, this “Agreement”) is dated as of November 5, 2020, between DBR INVESTMENTS CO. LIMITED (“DBRI”), as Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder, Initial Note A-4 Holder and Initial Note A-5 Holder and DBRI, as Initial Note B Holder.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, Midland Loan Services, a Division of PNC Bank, National Association, Master Servicer, Rialto capital advisors, llc, Special Servicer, Pentalpha Surveillance LLC, Operating Advisor and Asset...Pooling and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • 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
AGREEMENT BETWEEN NOTEHOLDERSAgreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., as Depositor, KeyBank National Association, as Servicer, SITUS HOLDINGS, LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee, CITIBANK, N.A., as Certificate Administrator, and...Trust and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., as Depositor, KeyBank National Association, as Servicer, SITUS HOLDINGS, LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee, and CITIBANK, N.A., as Certificate Administrator...Trust and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
This Trust and Servicing Agreement (“Agreement”), is dated as of May 5, 2020, by and among Citigroup Commercial Mortgage Securities Inc., as Depositor, KeyBank National Association, as Servicer, Situs Holdings, LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee, and Citibank, N.A., as Certificate Administrator.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Master Servicer, CWCapital Asset Management LLC, KEYBANK NATIONAL ASSOCATION and SITUS HOLDINGS, LLC, each as a Special...Pooling and Servicing Agreement • February 22nd, 2021 • Benchmark 2020-B21 Mortgage Trust • 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
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and GOLDMAN SACHS MORTGAGE COMPANY, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 30, 2020Pooling and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
2, 7, 8, 20, 21, 22, 23 All GSMC loans (37) No Material Default; Payment Record With respect to any covenants under the related Mortgage Loan that require the Mortgagor to ensure a tenant or mortgaged property is operating or to enforce the terms of leases, such Mortgagor may be in default of one or more of such covenants due to closures mandated or recommended by governmental authorities and moratoriums imposed by governmental authorities on real estate remedies.
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 30, 2020Pooling and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
1, 12, 13 The Grace Building Kings Plaza 4 West 58th Street (10) Assignment of Leases and Rents The related Mortgage and assignment of leases secures the subject Mortgage Loan and the related Pari Passu Companion Loan(s) on a pari passu basis.
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and GERMAN AMERICAN CAPITAL CORPORATION SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 30, 2020 Benchmark 2020-B21 Mortgage Trust Commercial Mortgage Pass-Through Certificates Series 2020-B21Pooling and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
amount equal to 15% of the principal balance of the Whole Loan outstanding at the time of the occurrence of such event, plus any and all reasonable third-party costs actually incurred by the lender (including reasonable attorneys’ fees and costs reasonably incurred) in connection with the collection of amounts due thereunder.
GS MORTGAGE SECURITIES CORPORATION II BENCHMARK 2020-B21 MORTGAGE TRUST COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2020-B21Underwriting Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities
GS Mortgage Securities Corporation II, a Delaware corporation (the “Company”), proposes to cause to be issued its Benchmark 2020-B21 Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2020-B21 and cause to be created the RR Interest, each pursuant to a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), dated as of November 1, 2020, among the Company, as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”) and as special servicer (in such capacity, the “Special Servicer”), Wells Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and as trustee (in such capacity, the “Trustee”), and Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), and proposes to sell the Cla
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and CITI REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 30, 2020 Benchmark 2020-B21 Mortgage Trust Commercial Mortgage Pass-Through Certificates Series 2020-B21Pooling and Servicing Agreement • November 30th, 2020 • Benchmark 2020-B21 Mortgage Trust • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), dated as of November 30, 2020, is between GS Mortgage Securities Corporation II, a Delaware corporation, as purchaser (in such capacity, the “Purchaser”), and Citi Real Estate Funding Inc., a New York corporation, as seller (the “Seller”).
