Benchmark 2024-V10 Mortgage Trust Sample Contracts

CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. PURCHASER and GERMAN AMERICAN CAPITAL CORPORATION SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of September 30, 2024 Benchmark 2024-V10 Mortgage Trust Commercial Mortgage Pass- Through Certificates,...
Pooling and Servicing Agreement • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of September 30, 2024, is between Citigroup Commercial Mortgage Securities Inc., a Delaware corporation, as purchaser (the “Purchaser”), and German American Capital Corporation, a Maryland corporation (“GACC”), as seller (the “Seller”).

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AGREEMENT BETWEEN NOTEHOLDERS Dated as of September 10, 2024 by and among GOLDMAN SACHS BANK USA (Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder) and DBR INVESTMENTS CO. LIMITED (Initial Note A-4 Holder, Initial Note A-5...
Agreement • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities • New York

THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of September 10, 2024 by and among GOLDMAN SACHS BANK USA, (together with its successors and assigns in interest, “GSBI”), a New York state-chartered bank (in its capacity as initial owner of Note A-1, Note A-1, Note A-2, and Note A-3, respectively, the “Initial Note A-1 Holder”, the “Initial Note A-2 Holder”, the “Initial Note A-3 Holder” and, in its capacity as the initial agent, the “Initial Agent”), DBR INVESTMENTS CO. LIMITED, a Cayman Islands corporation (together with its successors and assigns in interest, “DBRI” and, in its capacity as initial owner of Note A-4, Note A-5 and Note A-6, respectively, the “Initial Note A-4 Holder”, the “Initial Note A-5 Holder” and the “Initial Note A-6 Holder”), and UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, a U.S. branch of a Swiss banking corporation (together with its successors and assigns in interest, “UBS” and, in its capacity as initial owner of

CO-LENDER AGREEMENT Dated as of July 26, 2024 between DBR INVESTMENTS CO. LIMITED (Note A-1 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-2 Holder)
Co-Lender Agreement • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of July 26, 2024, is between DBR INVESTMENTS CO. LIMITED, an Exempted Company incorporated in the Cayman Islands, having an address at 1 Columbus Circle, 15th Floor, New York, New York 10019 (“DBRI”), as Note A-1 Holder, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, having an address at 30 Hudson Yards, 62nd Floor, New York, New York 10001 (“WFB”), as Note A-2 Holder.

CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. BENCHMARK 2024-V10 MORTGAGE TRUST
Underwriting Agreement • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities

Deutsche Bank Securities Inc. One Columbus Circle New York, New York 10019 Bancroft Capital, LLC 501 Office Center Drive, Suite 130 Fort Washington, Pennsylvania 19034

AGREEMENT BETWEEN NOTEHOLDERS Dated as of July 29, 2024 by and among GOLDMAN SACHS BANK USA (Initial Note A-1-1 Holder, Initial Note A-1-2 Holder, Initial Note A-1-3 Holder, Initial Note A- 1-4 Holder, Initial Note A-1-5 Holder) and SOCIÉTÉ GÉNÉRALE...
Benchmark 2024-V10 Mortgage Trust • September 23rd, 2024 • Asset-backed securities • New York

THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of July 29, 2024 by and among GOLDMAN SACHS BANK USA, (together with its successors and assigns in interest, “GSBI”), a New York state-chartered bank (in its capacity as initial owner of Note A-1-1, Note A-1-2, Note A-1-3, Note A-1-4, and Note A-1-5, respectively, the “Initial Note A-1 Holder”, the “Initial Note A-1-2 Holder”, the “Initial Note A-1-3 Holder”, the “Initial Note A-1-4 Holder”, the “Initial Note A-1-5 Holder” and, in its capacity as the initial agent, the “Initial Agent”), SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, a Delaware corporation (together with its successors and assigns in interest, “SGFC” and, in its capacity as initial owner of Note A-2-1, Note A-2-2 and Note A-2-3, respectively, the “Initial Note A-2-1 Holder”, the “Initial Note A-2-2 Holder” and the “Initial Note A-3 Holder”), and BANK OF AMERICA, N.A., a national banking association (together with its successors and assigns in interest, “BANA” and, in its capacity as

AGREEMENT BETWEEN NOTEHOLDERS Dated as of August 6, 2024 by and between GERMAN AMERICAN CAPITAL CORPORATION (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 STARWOOD...
Agreement Between Noteholders • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities • New York

THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of August 6, 2024, is made by and between GERMAN AMERICAN CAPITAL CORPORATION (“GACC”), in its capacity as initial owner of Note A-1 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-1 Holder” and in its capacity as the initial agent, the “Initial Agent”), GACC, in its capacity as initial owner of Note A-2 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-2 Holder”), GACC, in its capacity as initial owner of Note A-3 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-3 Holder”), GACC, in its capacity as initial owner of Note A-4 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-4 Holder”), GACC, in its capacity as initial owner of Note A-5 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-5 Holder”), STARWOOD MORTGAGE

AGREEMENT BETWEEN NOTEHOLDERS Dated as of September 6, 2024 by and among GERMAN AMERICAN CAPITAL CORPORATION (Initial Note A-1 Holder and Initial Note A-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-3 Holder and Initial Note A-4...
Agreement Between Noteholders • September 23rd, 2024 • Benchmark 2024-V10 Mortgage Trust • Asset-backed securities • New York

THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of September 6, 2024, is made by and among GERMAN AMERICAN CAPITAL CORPORATION (“GACC”), in its capacity as initial owner of Note A-1 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), GACC, in its capacity as initial owner of Note A-2 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-2 Holder”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB”), in its capacity as initial owner of Note A-3 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-3 Holder”), WFB, in its capacity as initial owner of Note A-4 (together with its successors and assigns in interest, in such capacity, the “Initial Note A-4 Holder”), HRCP CULVER, LLC (“Rialto”), in its capacity as owner of Note B-1 (and together with its successors and assigns in interest, in su

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