Standard Contracts
ANDPooling and Servicing Agreement • April 9th, 1998 • Morgan Stanley Capital I Inc • Asset-backed securities • New York
Contract Type FiledApril 9th, 1998 Company Industry Jurisdiction
DepositorPooling and Servicing Agreement • February 17th, 2006 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledFebruary 17th, 2006 Company Industry Jurisdiction
between MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC as Seller and MORGAN STANLEY CAPITAL I INC. as PurchaserMortgage Loan Purchase Agreement • August 15th, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 15th, 2007 Company Industry Jurisdiction
Servicer,Pooling and Servicing Agreement • January 29th, 2002 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledJanuary 29th, 2002 Company Industry Jurisdiction
EXECUTION VERSION MORGAN STANLEY CAPITAL I INC. COMMERCIAL MORTGAGE PASS- THROUGH CERTIFICATES, SERIES 2007-TOP27 UNDERWRITING AGREEMENTUnderwriting Agreement • August 15th, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 15th, 2007 Company Industry Jurisdiction
FIRST AMENDMENTPooling and Servicing Agreement • August 2nd, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 2nd, 2007 Company Industry Jurisdiction
MORGAN STANLEY CAPITAL I INC., as Depositor, andPooling and Servicing Agreement • March 9th, 1999 • Morgan Stanley Capital I Inc • Asset-backed securities • New York
Contract Type FiledMarch 9th, 1999 Company Industry Jurisdiction
Exhibit 99.1 MORGAN STANLEY DEAN WITTER CAPITAL I INC., DEPOSITOR,Pooling and Servicing Agreement • July 23rd, 2003 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledJuly 23rd, 2003 Company Industry Jurisdiction
Exhibit 1.2 MORGAN STANLEY CAPITAL I INC. COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1997-C1 UNDERWRITING AGREEMENT as of March 20, 1997 Morgan Stanley & Co. Incorporated 1585 Broadway New York, New York 10020 Ladies and Gentlemen: Morgan...Underwriting Agreement • May 1st, 1997 • Morgan Stanley Capital I Inc • Asset-backed securities • New York
Contract Type FiledMay 1st, 1997 Company Industry Jurisdiction
Exhibit 1.1Underwriting Agreement • August 2nd, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 2nd, 2007 Company Industry Jurisdiction
Exhibit 99.1Exhibit • May 14th, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledMay 14th, 2007 Company Industry
EXHIBIT 4.2 Form of Pooling and Servicing Agreement for Commercial Mortgage Pass-Through CertificatesPooling and Servicing Agreement • February 17th, 2006 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledFebruary 17th, 2006 Company Industry Jurisdiction
MORGAN STANLEY DEAN WITTER CAPITAL I INC., as Depositor,Pooling and Servicing Agreement • August 16th, 2001 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 16th, 2001 Company Industry Jurisdiction
EXHIBIT 1.2 INDEMNIFICATION AGREEMENT Agreement dated as of December 14, 2001 among Financial Security Assurance Inc., a New York corporation ("FSA"), Morgan Stanley Dean Witter Capital I Inc., a Delaware corporation (the "Issuer"), Morgan Stanley...Indemnification Agreement • January 29th, 2002 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledJanuary 29th, 2002 Company Industry JurisdictionAgreement dated as of December 14, 2001 among Financial Security Assurance Inc., a New York corporation ("FSA"), Morgan Stanley Dean Witter Capital I Inc., a Delaware corporation (the "Issuer"), Morgan Stanley Dean Witter Mortgage Capital Inc., a New York corporation (the "Company") and Morgan Stanley & Co. Incorporated, a Delaware corporation (the "Representative") as representative of the underwriters (collectively, the "Underwriters") named in the Underwriting Agreement dated as of December 14, 2001 among the Issuer, Morgan Stanley & Co. Incorporated, Blaylock & Partners, L.P and Utendahl Capital Partners, L.P.
EXHIBIT 1.1 MORGAN STANLEY CAPITAL I INC. [COMMERCIAL] MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 20__-___ UNDERWRITING AGREEMENTUnderwriting Agreement • March 14th, 2006 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledMarch 14th, 2006 Company Industry Jurisdiction
Page 1 of 1 ------------------------------------------------------------------- ------------- This memorandum is based on information generally available to the public from sources believed to be reliable. No representation is made that it is accurate...Settlement Agreement • July 18th, 2005 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledJuly 18th, 2005 Company Industry
and MORGAN STANLEY MORTGAGE CAPITAL INC., as PurchaserMortgage Loan Sale and Servicing Agreement • February 17th, 2006 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledFebruary 17th, 2006 Company Industry Jurisdiction
Exhibit 1.1 MORGAN STANLEY DEAN WITTER CAPITAL I INC. MORTGAGE PASS-THROUGH CERTIFICATES Series 2001-NC4 UNDERWRITING AGREEMENTUnderwriting Agreement • January 29th, 2002 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledJanuary 29th, 2002 Company Industry Jurisdiction
EXECUTION VERSION PRIMARY SERVICING AGREEMENT DATED AS OF JULY 1, 2007 WELLS FARGO BANK, NATIONAL ASSOCIATION AS MASTER SERVICER, PRINCIPAL GLOBAL INVESTORS, LLC, AS PRIMARY SERVICER, TO BE ENTERED INTO IN CONNECTION WITH THAT CERTAIN POOLING AND...Primary Servicing Agreement • August 15th, 2007 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledAugust 15th, 2007 Company Industry Jurisdiction
MORGAN STANLEY March 23, 2005 Securitized Products Group Morgan StanleyComputational Materials • March 25th, 2005 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledMarch 25th, 2005 Company Industry
485,081,000 APPROXIMATELYSecuritized Products Offering • May 6th, 2003 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledMay 6th, 2003 Company Industry
EXHIBIT 4 SERVICER RESIGNATION, APPOINTMENT, ASSUMPTION AND AMENDMENT AGREEMENT MORGAN STANLEY DEAN WITTER CAPITAL I INC. TRUST 2002-NC1 THIS SERVICER RESIGNATION, APPOINTMENT, ASSUMPTION AND AMENDMENT AGREEMENT, dated as of December 1, 2004 (the...Servicer Resignation, Appointment, Assumption and Amendment Agreement • January 6th, 2005 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledJanuary 6th, 2005 Company Industry Jurisdiction
359,436,000 APPROXIMATELY MORGAN STANLEY DEAN WITTER CAPITAL I INC. SERIES 2003-NC4Mortgage Pass-Through Certificates • April 2nd, 2003 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledApril 2nd, 2003 Company Industry
Page 1 of 2 ------------------------------------------------------------------- ------------- This memorandum is based on information generally available to the public from sources believed to be reliable. No representation is made that it is accurate...Securities Agreement • July 18th, 2005 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledJuly 18th, 2005 Company Industry
Exhibit 99.1D CONTIFINANCIAL CORPORATION Guarantor in favor ofGuaranty Agreement • April 10th, 1997 • Morgan Stanley Capital I Inc • Asset-backed securities • New York
Contract Type FiledApril 10th, 1997 Company Industry Jurisdiction
MORGAN STANLEY DEAN WITTER CAPITAL I INC. DEPOSITOR WELLS FARGO MASTER SERVICERSecuritized Products Agreement • July 29th, 2002 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledJuly 29th, 2002 Company Industry
EXHIBIT 99.1Mortgage Pass-Through Certificates Agreement • February 26th, 2003 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledFebruary 26th, 2003 Company Industry
MORGAN STANLEY November 5, 2001 SECURITIZED PRODUCTS GROUP [GRAPHIC OMITTED] MORGAN STANLEY ---------------------------------------------------------------- ---------------- REVISED COMPUTATIONAL MATERIALS $310,324,000 APPROXIMATELY MORGAN STANLEY...Revised Computational Materials • November 15th, 2001 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledNovember 15th, 2001 Company Industry
$635,496,000 (APPROXIMATE) MORGAN STANLEY DEAN WITTER CAPITAL I INC. AS DEPOSITOR ------------------------------------------CMBS New Issue Term Sheet • October 10th, 2001 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledOctober 10th, 2001 Company Industry
MORGAN STANLEY DEAN WITTER CAPITAL I INC., as Depositor,Pooling and Servicing Agreement • November 17th, 2000 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledNovember 17th, 2000 Company Industry Jurisdiction
Form of Mortgage Loan Purchase Agreement for Commercial Mortgage Pass-Through Certificates MORTGAGE LOAN PURCHASE AGREEMENT Mortgage Loan Purchase Agreement (this "Agreement"), dated as of ________, 20__, between Morgan Stanley Mortgage Capital Inc....Mortgage Loan Purchase Agreement • February 17th, 2006 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities • New York
Contract Type FiledFebruary 17th, 2006 Company Industry Jurisdiction
EXHIBIT NO. 99 HELLER/MSMC 1998 HF-1 ------------------------------------------ ------------------------------------------------------------------------------- ----------- Multiple Property LoansMultiple Property Loans • March 17th, 1998 • Morgan Stanley Capital I Inc • Asset-backed securities
Contract Type FiledMarch 17th, 1998 Company Industry
FICO NA 0% > 65.0 0% 0 - 499.99 0% > 65.0 0% 500 - 549.99 203,793,920.33 29% > 70.0 149,818,405 21% 75.33 40.01 527 92.30 97.30 74.10 73.70 550 - 574.99 104,593,471.39 15% > 70.0 81,943,064 12% 77.36 39.12 562 92.20 96.10 69.10 73.50 575 - 599.99...Information Memorandum • March 3rd, 2003 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledMarch 3rd, 2003 Company Industry
NOVUS Financial Corporation Officer's Certificate - Mortgage Pass-Through Certificates Series 1998-1 Pursuant to Section 3.16 of the Pooling and Servicing Agreement dated as of March 1, 1998 (the "Pooling and Servicing Agreement") among NOVUS...Pooling and Servicing Agreement • February 9th, 2000 • Morgan Stanley Dean Witter Capital I Inc • Asset-backed securities
Contract Type FiledFebruary 9th, 2000 Company Industry
MORGAN STANLEY MORTGAGE CAPITAL INC. AS SELLER JOHN HANCOCK REAL ESTATE FINANCE, INC. AS SELLERPreliminary Term Sheet • March 4th, 1998 • Morgan Stanley Capital I Inc • Asset-backed securities
Contract Type FiledMarch 4th, 1998 Company Industry