Special Servicer Acknowledgment and Assumption May 8, 2023
Special Servicer Acknowledgment and Assumption
May 8, 2023
To the Parties Set Forth on Schedule I, attached hereto
Re: Special Servicer Acknowledgment and Assumption: Pooling and Servicing Agreement dated as of September 1, 2019 for the GS Mortgage Securities Trust 2019-GC42, Commercial Mortgage Pass-Through Certificates, Series 2019-GC42
Dear Sir or Madam:
Reference is made to the (i) Pooling and Servicing Agreement dated and effective as of September 1, 2019, among GS Mortgage Securities Corporation II, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer and as Special Servicer, Xxxxx Fargo Bank, National Association, as Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer (the “PSA”) and (ii) the Co-Lender Agreement, dated and effective as of August 9, 2019, by and between CITI REAL ESTATE FUNDING INC., in its capacities as Initial Note A-1 Holder, Initial Note A-2-1 Holder, Initial Note A-2-2 Holder and Initial Note A-3 Holder, with respect to the Northpoint Tower Mortgage Loan (the “Northpoint Tower Co-Lender Agreement”), the Agreement Between Noteholders, dated and effective as of September 27, 2019 by and among XXXXXXX XXXXX BANK USA, in its capacities as Initial Note A-1 Holder, Initial Note A-2 Holder and Initial Note A-3 Holder, with respect to the 19100 Ridgewood Mortgage Loan (the “19100 Ridgewood Co-Lender Agreement”), the Co-Lender Agreement, dated and effective as of August 1, 2019, between CITI REAL ESTATE FUNDING INC., in its capacity as Note A-1 Holder and ARGENTIC REAL ESTATE FINANCE LLC, it its capacity as Note A-2 Holder, with respect to the Center of Excellence Mortgage Loan (the “Center of Excellence Co-Lender Agreement”), and the Agreement Between Noteholders, dated and effective as of September 27, 2019, by and among XXXXXXX XXXXX BANK USA, in its capacities as Initial Note A-1 Holder and Initial Note A-2 Holder, with respect to the 000 Xxxxxxx Xxxxxx Mortgage Loan (the “000 Xxxxxxx Xxxxxx Xx-Xxxxxx Agreement,” and together with the Northpoint Tower Co-Lender Agreement, the 19100 Ridgewood Co-Lender Agreement and the Center of Excellence Co-Lender Agreement, collectively, the “Co-Lender Agreements”). Capitalized terms used herein but undefined have the meanings given to them in the PSA and Co-Lender Agreements.
Pursuant to Sections 7.01(d) and 7.02 of the PSA, Section 7 of the Northpoint Tower Co-Lender Agreement, Section 5 of the 19100 Ridgewood Co-Lender Agreement and the 000 Xxxxxxx Xxxxxx Xx-Xxxxxx Agreement, and Section 15 of the Center of Excellence Co-Lender Agreement, K-Star Asset Management LLC (“K-Star”) hereby agrees with all the other parties to the PSA that K-Star shall serve as the Special Servicer under, and as defined in the PSA with regard to the Specially Serviced Mortgage Loans. K-Star hereby acknowledges and agrees that, as of May 8, 2023 (the “Effective Date”), it is and shall be a party to the PSA and bound thereby to the full extent indicated therein in the capacity of the Special Servicer with respect to the Specially Serviced Mortgage Loans, but shall have no liability with respect to any act or omission of any predecessor Special Servicer. K-Star hereby accepts all responsibilities, duties and liabilities of the Special Servicer and assumes the due and punctual performance and observance of each covenant
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and condition to be performed or observed by the Special Servicer under the PSA from and after the Effective Date. X-Xxxx’s address for notices pursuant to Section 13.05 of the PSA is as follows:
K-Star Asset Management LLC
0000 Xxxxxx Xxxx, Xxxxx 000
Dallas, Texas 75225
Attention: Xxxxxxx Xxxxxx
Email: Xxxxxxx.Xxxxxx@XXX.xxx
As of the Effective Date, K-Star hereby:
(a) makes the representations and warranties provided for in Section 6.01 of the PSA mutatis mutandis with all references to “Agreement” in Section 6.01 of the PSA to include this Special Servicer Acknowledgment and Assumption (“Acknowledgment”) in addition to the PSA, except that it (i) is a Delaware limited liability company, and (ii) has executed this Acknowledgment in lieu of execution and delivery of the PSA per Section 6.01(b)(ii); and
(b) certifies that it satisfies all related qualifications set forth in the Co-Lender Agreements relating to the Serviced Companion Loans; and
(c) represents and warrants that, as of the Effective Date, it satisfies all of the eligibility requirements applicable to the Special Servicer set forth in the PSA and the Co-Lender Agreements and that all preconditions to the appointment of K-Star as Special Servicer have been satisfied.
For the sake of clarity, it is understood and agreed that the Non-Serviced Mortgage Loans are not covered by this Acknowledgment as such Non-Serviced Mortgage Loans are not serviced under the PSA and accordingly special servicing of those Non-Serviced Mortgage Loans is not transferring to K-Star.
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K-STAR ASSET MANAGEMENT LLC, a Delaware limited liability company
By: /s/ Xxxxxxx Xxxxxx
Name: Xxxxxxx Xxxxxx
Title: President and Chief Executive Officer
[Signature Page to GSMS 2019-GC42 Acknowledgment and Assumption Agreement]
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Schedule I
Depositor:
GS Mortgage Securities Corporation II
000 Xxxx Xxxxxx
New York, New York 10282
Attention: Xxxxx Xxxxxxxx
E-mail: xxxxx.xxxxxxxx@xx.xxx and xx-xxxxxxxxxxxxxxxxxx@xx.xxx
with a copy to:
E-mail: xx-xxxxxxxxx@xx.xxx
Master Servicer and Special Servicer:
Midland Loan Services, a Division of PNC Bank, National Association
00000 Xxxxxx Xxxxxx
Building 00, Xxxxx 000
Overland Park, Kansas 66210
Attention: Executive Vice President – Division Head
Telecopy number: 0-000-000-0000
Email: XxxxxxXxxxx@xxxxxxxxx.xxx
with a copy to:
Xxxxxxx LLP
0000 Xxxxxx Xxxxxx
Suite 2900
Kansas City, Missouri 00000-0000
Fax Number: (000) 000-0000
Attention: Xxxxx X. Xxxxx
Email: xxxxx.xxxxx@xxxxxxx.xxx
Certificate Administrator and Trustee:
Xxxxx Fargo Bank, National Association,
c/o Computershare Trust Company, National Association, as Agent
0000 Xxx Xxxxxxxxx Xxxx
Columbia, Maryland 21045
Attention: Corporate Trust Services (CMBS) – GSMS 2019-GC42
with a copy to: xxx.xxxx.xxxx.xxxxx@xxxxxxxxxx.xxx,
and to xxxxxxxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx
Operating Advisor and Asset Representations Reviewer:
Park Bridge Lender Services LLC
000 Xxxxx Xxxxxx, 00xx Floor
New York, New York 10016
Attention: GS 2019-GC42-Surveillance Manager (with a copy sent contemporaneously via email to xxxx.xxxxxxx@xxxxxxxxxxxxxxxxxxx.xxx)
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BMARK 2019-B13– Other Depositor
Deutsche Mortgage & Asset Receiving Corporation
0 Xxxxxxxx Xxxxxx
New York, New York 10019
Attention: Xxxxxx Xxxx
with a copy via email to:
xxxx.xxxxxxxx@xx.xxx
BMARK 2019-B13– Other Master Servicer
Midland Loan Services, a Division of PNC Bank, National Association
00000 Xxxxxx Xxxxxx, Xxxxx 000
Overland Park, Kansas 66210
Attention: Executive Vice President – Division Head
Facsimile: (000) 000-0000
with a copy to:
Xxxxxxx LLP
0000 Xxxxxx Xxxxxx, Xxxxx 0000
Kansas City, Missouri 64106-2150
Attention: Xxxxx X. Xxxxx
Facsimile: (000) 000-0000
Email: xxxxx.xxxxx@xxxxxxx.xxx
BMARK 2019-B13– Other Special Servicer
CWCapital Asset Management LLC
0000 Xxxxxxxxx Xxxxxx
Bethesda, Maryland 20814
Attention: Xxxxx Xxxxxx (Benchmark 2019-B13)
with a copy to: Email: CWCAMnoticesBenchmark2019-B13@cwcapital
and with a copy to:
CWCapital Asset Management LLC
0000 Xxxxxxxxx Xxxxxx, Xxxxx 000 Xxxx
Bethesda, Maryland 20814
Attention: Legal Department
BMARK 2019-B13– Other Operating Advisor and Asset Representations Reviewer
Park Bridge Lender Services LLC
000 Xxxxx Xxxxxx, 00xx Floor
New York, New York 10016
Attention: BMARK 2019-B13 – Surveillance Manager
with a copy sent contemporaneously via email to: xxxx.xxxxxxx@xxxxxxxxxxxxxxxxxxx.xxx
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BMARK 2019-B13– Other Certificate Administrator and Trustee
Xxxxx Fargo Bank, National Association,
c/o Computershare Trust Company, National Association, as Agent
0000 Xxx Xxxxxxxxx Xxxx
Columbia, Maryland 21045-1951
Attention: Corporate Trust Services (CMBS) – BMARK 2019-B13
with copies to:
xxx.xxxx.xxxx.xxxxx@xxxxxxxxxx.xxx; and
xxxxxxxxxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx
CGCMT 2019-GC43– Other Depositor
Citigroup Commercial Mortgage Securities Inc.
000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx
New York, New York 10013
Attention: Xxxxxxx Xxxxxxx
Fax number: (000) 000-0000
with a copy to:
Citigroup Commercial Mortgage Securities Inc.
000 Xxxxxxxxx Xxxxxx, 0xx Floor
New York, New York 10013
Attention: Xxxx Xxxxxx
Fax number: (000) 000-0000
with a copy to:
Citigroup Commercial Mortgage Securities Inc.
000 Xxxxxxxxx Xxxxxx, 00xx Floor
New York, New York 10013
Attention: Xxxx X. X’Xxxxxx
Fax number: (000) 000-0000
with electronic copies e-mailed to:
Xxxxxxx Xxxxxxx at xxxxxxx.xxxxxxx@xxxx.xxx and
Xxxx X. X’Xxxxxx at xxxx.x.xxxxxxx@xxxx.xxx
CGCMT 2019-GC43– Other Master Servicer
Xxxxx Fargo Bank, National Association,
Commercial Mortgage Servicing,
Three Xxxxx Fargo,
000 Xxxxx Xxxxx Xxxxxx, 8th Floor
MAC D1050-084
Charlotte, North Carolina 28202
Attention: CGCMT 2018-C6 Asset Manager
Fax number: (000) 000-0000
Email: xxxxxxxxxx.xxxxxxxxx@xxxxxxxxxx.xxx
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with a copy to:
Xxxxx Fargo Bank, National Association
Legal Department
000 Xxxxx Xxxxxxx Xxxxxx, XX-00, X0000-300
Charlotte, North Carolina 28202-6000
Attention: Commercial Mortgage Servicing Legal Support
Fax number: (000) 000-0000
with a copy to:
K&L Gates LLP
000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000
Charlotte, North Carolina 28202
Attention: Xxxxx X. Xxxxxxxxx
CGCMT 2019-GC43– Other Special Servicer
Rialto Capital Advisors, LLC,
Southeast Financial Center
000 X. Xxxxxxxx Xxxx, Xxxxx 0000
Miami, Florida 33131
Attention: Xxxx Xxxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxx and Xxxx Xxxxxx
Facsimile number: (000) 000-0000
E-mail: xxxx.xxxxxx@xxxxxxxxxxxxx.xxx, xxxxx.xxxx@xxxxxxxxxxxxx.xxx, xxxx.xxxxxx@xxxxxxxxxxxxx.xxx and xxxx.xxxxxxxx@xxxxxxxxxxxxx.xxx
CGCMT 2019-GC43– Other Operating Advisor and Asset Representations Reviewer
Park Bridge Lender Services LLC
000 Xxxxx Xxxxxx, 00xx floor
New York, New York 10016
Attention: CGCMT 2019-GC43 – Surveillance Manager
with copies sent contemporaneously via email to xxxx.xxxxxxx@xxxxxxxxxxxxxxxxxxx.xxx
CGCMT 2019-GC43– Other Certificate Administrator
Citibank, N.A.
000 Xxxxxxxxx Xxxxxx
New York, New York 10013
Attention: Citibank Agency & Trust - CGCMT 2019-GC43
Fax number: (000) 000-0000
CGCMT 2019-GC43– Other Trustee
Wilmington Trust, National Association
0000 Xxxxx Xxxxxx Xxxxxx
Wilmington, Delaware 19890
Attention: CMBS Trustee – CGCMT 2019-GC43
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Fax number: (000) 000-0000
Email: xxxxxxxxxxx@xxxxxxxxxxxxxxx.xxx
GSMS 2019-GSA1– Other Depositor
GS Mortgage Securities Corporation II
000 Xxxx Xxxxxx
New York, New York 10282
Attention: Xxxxx Xxxxxxxx
E-mail: xxxxx.xxxxxxxx@xx.xxx and xx-xxxxxxxxxxxxxxxxxx@xx.xxx
with a copy to:
E-mail: xx-xxxxxxxxx@xx.xxx
GSMS 2019-GSA1– Other Master Servicer
Midland Loan Services, a Division of PNC Bank, National Association
00000 Xxxxxx Xxxxxx
Building 00, Xxxxx 000
Overland Park, Kansas 66210
Attention: Executive Vice President – Division Head
Telecopy number: 0-000-000-0000
Email: XxxxxxXxxxx@xxxxxxxxx.xxx
with a copy to:
Xxxxxxx LLP
0000 Xxxxxx Xxxxxx
Suite 2900
Kansas City, Missouri 00000-0000
Fax Number: (000) 000-0000
Attention: Xxxxx X. Xxxxx
Email: xxxxx.xxxxx@xxxxxxx.xxx
GSMS 2019-GSA1– Other Special Servicer
LNR Partners, LLC
0000 Xxxxxxxxxx Xxxxxx, Xxxxx 000
Miami Beach, Florida 33139
Attention: Xxxxxxx Xxxxxx and Job Xxxxxxx
Facsimile number (000) 000-0000
E-mail: XXX.XXXX.Xxxxxxx@xxxxxxxxxxx.xxx, xxxxxxx@xxxxxxxxxxx.xxx and xxxxxxxx@xxxxxxxxxxx.xxx
GSMS 2019-GSA1– Other Operating Advisor and Asset Representations Reviewer
Park Bridge Lender Services LLC
000 Xxxxx Xxxxxx, 00xx Floor
New York, New York 10016
Attention: GS 2019-GSA1-Surveillance Manager (with a copy sent contemporaneously via email to xxxx.xxxxxxx@xxxxxxxxxxxxxxxxxxx.xxx)
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GSMS 2019-GSA1– Other Certificate Administrator and Trustee
Xxxxx Fargo Bank, National Association
c/o Computershare Trust Company, National Association, as Agent
0000 Xxx Xxxxxxxxx Xxxx
Columbia, Maryland 21045
Attention: Corporate Trust Services (CMBS) – GSMS 2019-GSA1
with a copy to: xxx.xxxx.xxxx.xxxxx@xxxxxxxxxx.xxx, and to xxxxxxxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx
GSMS 2020-GC45– Other Depositor
GS Mortgage Securities Corporation II
000 Xxxx Xxxxxx
New York, New York 10282
Attention: Xxxxx Xxxxxxxx
E-mail: xxxxx.xxxxxxxx@xx.xxx and xx-xxxxxxxxxxxxxxxxxx@xx.xxx
with a copy to:
E-mail: xx-xxxxxxxxx@xx.xxx
GSMS 2020-GC45– Other Master Servicer and General Special Servicer
Midland Loan Services, a Division of PNC Bank, National Association
00000 Xxxxxx Xxxxxx
Building 00, Xxxxx 000
Overland Park, Kansas 66210
Attention: Executive Vice President – Division Head
Telecopy number: 0-000-000-0000
Email: XxxxxxXxxxx@xxxxxxxxx.xxx
with a copy to:
Xxxxxxx LLP
0000 Xxxxxx Xxxxxx
Suite 2900
Kansas City, Missouri 00000-0000
Fax Number: (000) 000-0000
Attention: Xxxxx X. Xxxxx
Email: xxxxx.xxxxx@xxxxxxx.xxx
GSMS 2020-GC45 – Starwood Special Servicer
CWCapital Asset Management LLC
0000 Xxxxxxxxx Xxxxxx, Xxxxx 000 Xxxx
Bethesda, Maryland 20814
Attention: Legal Department (GSMS 2020-GC45)
with a copy to:
Email: XXXXXxxxxxxxXXXX0000-XX00@xxxxxxxxx.xxx
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GSMS 2020-GC45– Other Operating Advisor and Asset Representations Reviewer
Pentalpha Surveillance LLC
000 X. Xxxxxx Xxxx, Xxxxx 000
Amherst, New York 14228
Attention: GSMS 2020-GC45 Transaction Manager
With a copy sent via e-mail to: xxxxxxx@xxxxxxxxxxxxxxxxxxxxx.xxx with
GSMS 2020-GC45 in the subject line
with a copy to:
Bass, Xxxxx & Xxxx PLC
000 Xxxxx Xxxxxx Xxxxx
Suite 2800
Nashville, Tennessee 37201
Attention: Xxx X. Xxxxxx
E-mail: xxxxxxx@xxxxxxxxx.xxx
GSMS 2020-GC45– Other Certificate Administrator and Trustee
Xxxxx Fargo Bank, National Association,
c/o Computershare Trust Company, National Association
0000 Xxx Xxxxxxxxx Xxxx
Columbia, Maryland 21045
Attention: Corporate Trust Services (CMBS) – GSMS 2020-GC45
with a copy to: xxx.xxxx.xxxx.xxxxx@xxxxxxxxxx.xxx, and to
xxxxxxxxxxxxxxxxxxxxxxxx@xxxxxxxxxx.xxx
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