0001539497-15-000653 Sample Contracts

COMM 2015-CCRE23 Mortgage Trust
Underwriting Agreement • May 28th, 2015 • COMM 2015-Ccre23 Mortgage Trust • Asset-backed securities • New York

Deutsche Mortgage & Asset Receiving Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions set forth in this Underwriting Agreement (this “Agreement”), to sell to Deutsche Bank Securities Inc. (“DBSI”) and Cantor Fitzgerald & Co. (“CF&Co.” and together with DBSI, the “Lead Underwriters”), Jefferies LLC (“Jefferies”), Citigroup Global Markets Inc. (“CGMI”) and CastleOak Securities, L.P. (“CastleOak” and, together with Jefferies, CGMI and the Lead Underwriters, the “Underwriters” and each, an “Underwriter”) its COMM 2015-CCRE23 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class X-A, Class A-M, Class B, Class C and Class D Certificates (the “Offered Certificates”). The Offered Certificates, together with the Class X-B, Class X-C, Class X-D, Class E, Class F, Class G, Class V, Class R and Class LR Certificates, evidence the entire beneficial ownership interest in the assets

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