0001539497-15-002163 Sample Contracts

CO-LENDER AGREEMENT Dated as of October 1, 2015 by and between CITIGROUP GLOBAL MARKETS REALTY CORP. (Initial Note A-1 Holder) and CITIGROUP GLOBAL MARKETS REALTY CORP. (Initial Note A-2 Holder)
Co-Lender Agreement • December 8th, 2015 • Citigroup Commercial Mortgage Trust 2015-Gc35 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of October 1, 2015 by and between CITIGROUP GLOBAL MARKETS REALTY CORP. (“CGMRC” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CGMRC (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).

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CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. CITIGROUP COMMERCIAL MORTGAGE TRUST 2015-GC35
Underwriting Agreement • December 8th, 2015 • Citigroup Commercial Mortgage Trust 2015-Gc35 • Asset-backed securities

Citigroup Commercial Mortgage Securities Inc., a Delaware corporation (the “Company”), proposes to cause the issuance of its Citigroup Commercial Mortgage Trust 2015-GC35, Commercial Mortgage Pass-Through Certificates, Series 2015-GC35 (the “Certificates”), consisting of 18 classes designated as the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB, Class X-A, Class X-B, Class A-S, Class B, Class PEZ, Class C, Class D, Class X-D, Class E, Class F, Class G, Class H and Class R Certificates under a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), dated as of December 1, 2015, between the Company, as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), C-III Asset Management LLC, as special servicer (the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (the “Operating Advisor”), Citibank, N.A., as certificate administrator (the “Certificate Administrator”), and Deu

CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and RIALTO MORTGAGE FINANCE, LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of December 1, 2015 Series 2015-GC35
Mortgage Loan Purchase Agreement • December 8th, 2015 • Citigroup Commercial Mortgage Trust 2015-Gc35 • Asset-backed securities • New York

present or future use of proximate properties. To the extent of a casualty in excess of 75% of the Mortgaged Property’s replacement cost at time of damage, the Mortgagor will be required to rebuild in strict conformity with the applicable zoning code and the current use will not be permitted. With respect to the Mortgaged Property identified on Annex A as North Star, the existing manufactured housing community is a legal, pre-existing nonconforming use. In the event a casualty affecting less than 60% of its reproduction value at the time of the damage, the Mortgaged Property may be rebuilt to its existing use as long as such rebuild is initiated within eighteen (18) months of the casualty and completed within two (2) years of such casualty. To the extent the Mortgaged Property is not rebuilt within this timeframe, the city council may also grant a one-year conditional extension provided efforts to complete the work are underway. To the extent that the casualty affects 60% or more of th

CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and FCRE REL, LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of December 1, 2015 Series 2015-GC35
Mortgage Loan Purchase Agreement • December 8th, 2015 • Citigroup Commercial Mortgage Trust 2015-Gc35 • Asset-backed securities • New York
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