BBCMS Mortgage Trust 2023-C21 Sample Contracts

AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 24, 2023 by and between BARCLAYS CAPITAL REAL ESTATE INC. (Note A-1 Holder, Note A-2 Holder, Note A-3 Holder, Note A-4 Holder, Note A-5 Holder, and Note A-6 Holder) and SOCIÉTÉ GÉNÉRALE FINANCIAL...
Agreement Between Note Holders • October 5th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of May 24, 2023, by and between BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation (“Barclays” and, in its capacity as the initial agent, the “Initial Agent”), SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, a national banking association (“SocGen”), and KEYBANK NATIONAL ASSOCIATION, a national banking association (“KeyBank”).

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CO-LENDER AGREEMENT Dated as of June 19, 2023 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial...
Co-Lender Agreement • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 19, 2023 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (“JPM”, and 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”), JPM (in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder”), JPM (in its capacity as initial owner of the Note A-3-1, the “Initial Note A-3-1 Holder”), JPM (in its capacity as initial owner of the Note A-3-2, the “Initial Note A-3-2 Holder”), JPM (in its capacity as initial owner of the Note A-4, the “Initial Note A-4 Holder”), CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi” and in its capacity as owner of the Note A-5-1, the “Initial Note A-5-1 Holder”), CITI (in its capacity as initial owner of the Note A-5-2, the “Initial Note A-5-2 Holder”), CITI (in its capacity as initial owner of the Note A-6, the “Initial Note A-6 Holder”) and,

MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • October 5th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 5, 2023, between 3650 Real Estate Investment Trust 2 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”).

BBCMS MORTGAGE TRUST 2023-C21 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2023-C21 UNDERWRITING AGREEMENT As of September 15, 2023
Underwriting Agreement • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of July 18, 2023 between DBR Investments Co. Limited (Note A-1 Holder) DBR Investments Co. Limited (Note A-2 Holder) DBR Investments Co. Limited (Note A-3 Holder) DBR Investments Co. Limited (Note A-4 Holder) DBR...
Co-Lender Agreement • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 14, 2023, is by and among DBR Investments Co. Limited, a Cayman Islands corporation, having an address at 1 Columbus Circle, 15th Floor, New York, New York 10019 (together with its successors and assigns, “DB”), as Note A-1 Holder, Note A-2 Holder, Note A-3 Holder, Note A-4 Holder and Note A-5 Holder, and GOLDMAN SACHS BANK USA, a New York State-chartered bank (together with its successors and assigns, “GS”), having an address at 200 West Street, New York, New York 10282, as Note A-6 Holder, Note A-7-1 Holder and Note A-7-2 Holder.

AGREEMENT BETWEEN NOTE HOLDERS Dated as of October 6, 2022 by and among COLUMN FINANCIAL, INC. (Initial Note A-1 Holder) and COLUMN FINANCIAL, INC. (Initial Note A-2 Holder) and COLUMN FINANCIAL, INC. (Initial Note A-3 Holder) and COLUMN FINANCIAL,...
Agreement • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

This AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of October 6, 2022, by and among COLUMN FINANCIAL, INC. (“Column” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 (as defined below), the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), COLUMN FINANCIAL, INC., (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 (as defined below), the “Initial Note A-2 Holder”), COLUMN FINANCIAL, INC., (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3 (as defined below), the “Initial Note A-3 Holder”), COLUMN FINANCIAL, INC., (together with its successors and assigns in interest, in its capacity as initial owner of Note A-4 (as defined below), the “Initial Note A-4 Holder”), COLUMN FINANCIAL, INC., (together with its successors and assigns in interest, in its capacity as initial owner of Note A-5 (as

AGREEMENT BETWEEN NOTE HOLDERS Dated as of June 30, 2023 by and between BANK OF AMERICA, N.A. (Initial Note A-1-1 Holder, Initial Note A-1-2 Holder, Initial Note A-1-3 Holder, Initial Note A-1-4 Holder and Initial Note A-1-5 Holder) and UBS AG, NEW...
Agreement Between Note Holders • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

This AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of June 30, 2023 by and between BANK OF AMERICA, N.A. (“BANA”, in its capacity as initial owner of Note A-1-1 described below, the “Initial Note A-1-1 Holder”, in its capacity as initial owner of Note A-1-2 described below, the “Initial Note A-1-2 Holder”, in its capacity as initial owner of Note A-1-3 described below, the “Initial Note A-1-3 Holder”, in its capacity as initial owner of Note A-1-4 described below, the “Initial Note A-1-4 Holder”, in its capacity as initial owner of Note A-1-5 described below, the “Initial Note A-1-5 Holder” and, in its capacity as the initial agent, the “Initial Agent”);

AMENDED AND RESTATED AGREEMENT BETWEEN NOTEHOLDERS Dated as of August 2, 2023 by and between NEW YORK LIFE INSURANCE COMPANY (Initial Note A-1 Holder) and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA (Initial Note A-2 Holder) and DEUTSCHE...
Agreement Between Noteholders • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

THIS AMENDED AND RESTATED AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of August 2, , 2023, is made by and between NEW YORK LIFE INSURANCE COMPANY, in its capacity as initial owner of Note A-1 (the “Initial Note A-1 Holder”), TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, in its capacity as initial owner of Note A-2 (the “Initial Note A-2 Holder”), DEUTSCHE BANK AG, NEW YORK BRANCH (together with its successors and assigns in interest, “DB”), in its capacity as initial owner of Note A-3 (the “Initial Note A-3 Holder”), COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY AS TRUSTEE FOR THE BENEFIT OF THE HOLDERS OF BENCHMARK 2023-B39 MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2023-B39, AND ANY RELATED UNCERTIFICATED VRR INTEREST OWNER (together with its successors and assigns in interest), in its capacity as current owner of Note A-4-1 (the “Initial Note A-4-1 Holder”), ZIONS BANCORPORATION, N.A., in it

MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • September 19th, 2023 • BBCMS Mortgage Trust 2023-C21 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 5, 2023, 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”).

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