approximate) JPMBB COMMERCIAL MORTGAGE SECURITIES TRUST Commercial Mortgage Pass-Through Certificates, Series 2013-C12 Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class X-A, Class A-S, Class B, Class C & Class D Underwriting...Pooling and Servicing Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
and as certificate administrator (in such capacity, the “Certificate Administrator”) and Pentalpha Surveillance LLC, as senior trust advisor (the “Senior Trust Advisor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement as in effect on the Closing Date (as defined below).
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,Mortgage Loan Purchase Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
Rep. No. on Exhibit B Mortgage Loan and Number as Identified on Exhibit A Description of Exception So long as Walgreens is required, pursuant to the Walgreens lease, to reconstruct the improvements following a casualty or condemnation, the provisions of the Walgreens lease shall control as to the application of the net proceeds, and that any net proceeds received by Mortgagor shall be governed in accordance with the terms hereof. Reserves with respect to taxes (and other related charges) and insurance premiums have been waived, provided that: (i) no Walgreens Waiver Suspension Event shall be in effect; (ii) no event of default exists; (iii) the Walgreens lease requires Walgreens to pay taxes directly, and Walgreens pays all taxes prior to the due date thereof; (iv) Mortgagor shall deliver to lender copies of all bills for taxes as soon as the same are received by Mortgagor; (v) lender shall have received evidence reasonably satisfactory to lender that all taxes have been paid as and
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,Mortgage Loan Purchase Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
Rep. No. on Exhibit B Mortgage Loan and Number as Identified on Exhibit A Description of Exception least 1.45x; (iii) a combined minimum debt yield of at least 9.5%; and (iv) the execution of an intercreditor agreement satisfactory to the lender. 9 Sava Holdings IHG Portfolio (Loan No. 14) (Junior Liens) – There is a mezzanine loan in the amount of $7,000,000 held by a third party. In connection with the mezzanine loan, the Mortgage Loan Seller and the mezzanine lender entered into an intercreditor agreement, a copy of which is included in the related Mortgage File. 9 DoubleTree-Chicago Northshore (Loan No. 18) (Junior Liens) – There is a mezzanine loan in the amount of $5,000,000 held by a third party. In connection with the mezzanine loan, the Mortgage Loan Seller and the mezzanine lender entered into an intercreditor agreement, a copy of which is included in the related Mortgage File. 9 Candleton Village (Loan No. 20) (Junior Liens) – Future mezzanine debt is permitted in connection
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., Depositor MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Master Servicer LNR PARTNERS, LLC, Special Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION, as Certificate...Pooling and Servicing Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
This Pooling and Servicing Agreement is dated and effective as of June 1, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Wells Fargo Bank, National Association, as Certificate Administrator, Wells Fargo Bank, National Association, as Trustee, and Pentalpha Surveillance LLC, as Senior Trust Advisor.
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,Mortgage Loan Purchase Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
Rep. No. on Exhibit B Mortgage Loan and Number as Identified on Exhibit A Description of Exception less than five insurance companies collectively issuing the policies, 75% or more of the insured amount and the first layer of such coverage must have a claims paying ability rating of “A” or better and the remaining 25% or less at least “BBB”, and (2) if there are five or more insurance companies collectively issuing the policies, 60% or more of the insured amount and the first layer of such coverage must have a claims paying ability rating of “A” or better and the remaining 40% must have a claims paying ability rating of “BBB” or better or (B) such other ratings approved by the lender from time to time. All ratings must be as stated, or the equivalent thereof, by S&P and at least one other Rating Agency. 18 Liberty Tree Mall & Strip Center (Loan No. 10) (Insurance) – The related Mortgage Loan documents allow the Mortgaged Property to be insured by the following insurance companies:
PRIMARY SERVICING AGREEMENT JPMBB Commercial Mortgage Securities Trust 2013-C12 Commercial Mortgage Pass-Through Certificates Dated as of June 1, 2013 By and BetweenPrimary Servicing Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
THIS PRIMARY SERVICING AGREEMENT dated as of June 1, 2013 is between Midland Loan Services, a Division of PNC Bank, National Association (together with its successors and assigns permitted under the PSA, the “Master Servicer” or “Midland”), and KeyCorp Real Estate Capital Markets, Inc., an Ohio corporation (together with its successors and permitted assigns hereunder, the “Primary Servicer”).
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,Mortgage Loan Purchase Agreement • June 21st, 2013 • JPMBB Commercial Mortgage Securities Trust 2013-C12 • Asset-backed securities • New York
Rep. No. on Exhibit B Mortgage Loan and Number as Identified on Exhibit A Description of Exception balance of $1,000,000 subject to, among other things: (i) the Member Loans are non-recourse to borrower and any of its assets, and amounts due under the Member Loans are payable only from excess cash flow after the payments required pursuant to the Mortgage Loan documents, (ii) execution of subordination and standstill agreements, and (iii) no outstanding mezzanine loan. 12 Chelsmore Multifamily Portfolio (Loan No. 16) (Condition of Property) – Certain parts of the 251 West 15th Street Mortgaged Property sustained physical damage in connection with a fire. The estimated remaining cost of repairs is $88,000, which is fully covered by insurance. The borrower expects the repairs to be completed by approximately July 1, 2013. 18 Safeway at Conifer Town Center (Loan No. 40) (Insurance) – The lender has agreed to accept Safeway’s existing property insurance, which has a deductible of $5,000,
