MORGAN STANLEY CAPITAL I INC. COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2007-HQ13Underwriting Agreement • January 11th, 2008 • Morgan Stanley Capital I Trust 2007-Hq13 • Asset-backed securities • New York
Morgan Stanley Capital I Inc., a Delaware corporation (the "Depositor"), proposes to cause the issuance of, and to sell to Morgan Stanley & Co. Incorporated and Bear, Stearns & Co. Inc. (together, the "Underwriters"), the Commercial Mortgage Pass-Through Certificates identified in Schedule I hereto (the "Certificates") pursuant to this Underwriting Agreement, dated December 20, 2007 (this "Agreement"), between the Depositor and the Underwriters. The Certificates will evidence beneficial ownership interests in a trust fund (the "Trust Fund") to be formed by the Depositor and consisting primarily of a segregated pool (the "Mortgage Pool") of multifamily, manufactured housing community and commercial mortgage loans (the "Mortgage Loans").
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • January 11th, 2008 • Morgan Stanley Capital I Trust 2007-Hq13 • Asset-backed securities • New York
Seller agrees to sell and Purchaser agrees to purchase certain mortgage loans listed on Exhibit 1 hereto (the "Mortgage Loans") as described herein. Purchaser will convey the Mortgage Loans to a trust (the "Trust") created pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), to be dated as of December 1, 2007 between Purchaser, as depositor, Wachovia Bank, National Association, as master servicer (the "Master Servicer"), Centerline Servicing Inc., as special servicer (the "Special Servicer"), Wells Fargo Bank, National Association, as trustee (in such capacity, the "Trustee"), custodian, paying agent (in such capacity, the "Paying Agent"), certificate registrar and authenticating agent. In exchange for the Mortgage Loans and certain other mortgage loans to be purchased by Purchaser (collectively, the "Other Mortgage Loans"), the Trust will issue to the Depositor pass-through certificates to be known as Morgan Stanley Capital I Inc., Commercial Mortgage
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2007-HQ13 TABLE OF CONTENTSPooling and Servicing Agreement • January 11th, 2008 • Morgan Stanley Capital I Trust 2007-Hq13 • Asset-backed securities • New York
Seller agrees to sell and Purchaser agrees to purchase certain mortgage loans listed on Exhibit 1 hereto (the "Mortgage Loans") as described herein. Purchaser will convey the Mortgage Loans to a trust (the "Trust") created pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), to be dated as of December 1, 2007 between Purchaser, as depositor, Wachovia Bank, National Association, as master servicer (the "Master Servicer"), Centerline Servicing Inc., as special servicer (the "Special Servicer"), and Wells Fargo Bank, National Association, as trustee (in such capacity, the "Trustee"), custodian, paying agent (in such capacity, the "Paying Agent"), certificate registrar and authenticating agent. In exchange for the Mortgage Loans and certain other mortgage loans to be purchased by Purchaser (collectively, the "Other Mortgage Loans"), the Trust will issue to the Depositor pass-through certificates to be known as Morgan Stanley Capital I Inc., Commercial Mort
