AGREEMENT BETWEEN NOTE HOLDERS Dated as of April 13, 2016 by and between Société Générale (Initial Note A-1 Holder) and Société Générale (Initial Note A-2 Holder) HOME DEPOT – ELK GROVE VILLAGEAgreement Between Note Holders • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of April 13, 2016, by and between Société Générale (“SG” 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 SG (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”).
CO-LENDER AGREEMENT Dated as of March 31, 2016 by and between MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (Initial Note A-1 Holder) and MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (Initial Note A-2 Holder)Co-Lender Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of March 31, 2016 by and between MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (“PCC”), in its capacity as initial owner of Note A-1 (together with its successors, the “Initial Note A-1 Holder”) and in its capacity as the initial agent (together with its successor, the “Initial Agent”), PCC, in its capacity as initial owner of Note A-2 (together with its successors, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of April 13, 2016 between NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) and NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder)Co-Lender Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 13, 2016, is between NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1 and Natixis, as the holder of Note A-2.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and WALKER & DUNLOP COMMERCIAL PROPERTY FUNDING I WF, LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of April 1, 2016 Citigroup Commercial Mortgage Trust 2016-P3, Commercial Mortgage...Mortgage Loan Purchase Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of December 14, 2015 by and between MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (Initial Note A-1 Holder) and MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (Initial Note A-2 Holder)Lender Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of December 14, 2015 by and between MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL (“PCC”), in its capacity as initial owner of Note A-1 (together with its successors, the “Initial Note A-1 Holder”) and in its capacity as the initial agent (together with its successor, the “Initial Agent”), PCC, in its capacity as initial owner of Note A-2 (together with its successors, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer, C-III Asset Management LLC, Special Servicer, Park Bridge Lender Services LLC, Operating Advisor and Asset Representations Reviewer,...Pooling and Servicing Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
Exhibit G Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. CITIGROUP COMMERCIAL MORTGAGE TRUST 2016-P3 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2016-P3 Underwriting Agreement Dated as of March 29, 2016Underwriting Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities
Citigroup Global Markets Inc. 390 Greenwich Street, 5th Floor New York, New York 10013 SG Americas Securities, LLC 245 Park Avenue New York, New York 10167
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASERMortgage Loan Purchase Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and SOCIÉTÉ GÉNÉRALE, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of April 1, 2016 Citigroup Commercial Mortgage Trust 2016-P3, Commercial Mortgage Pass-Through Certificates, Series 2016-P3Mortgage Loan Purchase Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and MACQUARIE US TRADING LLC D/B/A PRINCIPAL COMMERCIAL CAPITAL, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of April 1, 2016 Citigroup Commercial Mortgage Trust 2016-P3, Commercial...Mortgage Loan Purchase Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
mortgage. Under the Mortgage Loan documents if there is: (1) any termination or attempted termination, of the estate of Mortgagor in and to the Mortgaged Property as a result of any exercise or attempted exercise of the right of reverter prior to the date lender or its successor or assign acquires title to the Mortgaged Property by reason of foreclosure or deed-in-lieu or (2) any failure of Mortgagor to deposit (or cause to be deposited) the proceeds of any exercise of the right of reverter, then Mortgagor and the non-recourse carveout Guarantor shall be personally liable to lender for any loss or damage that arises from the foregoing. “Parcel B Declaration” means that certain Declaration of Covenants and Restrictions Upon Parcel B in Fairlane North dated September 13, 1999 by Grantor and recorded in the Wayne County Register of Deeds on September 27, 1999 in Liber 30375, Page 99, as amended by that certain First Amendment to Declaration of Covenants and Restrictions Upon the Use of Pa
WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer and PRINCIPAL GLOBAL INVESTORS, LLC, Sub-Servicer SUB-Servicing AGREEMENT Dated as of December 1, 2015 Wells Fargo Commercial Mortgage Trust 2015-P2 Commercial Mortgage Pass- Through Certificates...Sub-Servicing Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
This is a Sub-Servicing Agreement (the “Agreement”), dated as of December 1, 2015, by and between PRINCIPAL GLOBAL INVESTORS, LLC, having an office at 801 Grand Avenue, Des Moines, Iowa 50392-1450, and its successors and assigns (the “Sub-Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, having an office at MAC D1086, 550 South Tryon Street, 14th Floor, Charlotte, North Carolina 28202, and its successors and assigns (the “Master Servicer”).
SECOND AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of February 26, 2016 between NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) and NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder) and WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR...Lender Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS SECOND AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of February 26, 2016, is between NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1, Natixis, as the holder of Note A-2, WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (“WTNA”), having an address at 1100 North Market Street, Wilmington, Delaware 19890, as trustee for the benefit of the holders of Wells Fargo Commercial Mortgage Trust 2015-NXS4, Commercial Mortgage Pass-Through Certificates, as the holder of Note A-3, WTNA, as trustee for the benefit of the holders of Wells Fargo Commercial Mortgage Trust 2015-NXS3, Commercial Mortgage Pass-Through Certificates, as holder of Note A-4 and Natixis, as the holder of Note A-5.
RESIZING AMENDMENT to CO-LENDER AGREEMENTLender Agreement • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
This Resizing Amendment, dated as of March 31, 2016 (this “Resizing Amendment”), is made and executed pursuant to Section 33 of the Co-Lender Agreement, dated as of January 6, 2016 (the “Co-lender Agreement”), between Citigroup Global Markets Realty Corp. (“CGMRC”), as initial owner of Note A-1, CGMRC, as initial owner of Note A-2, and Barclays Bank PLC, as initial owner of Note A-3.
AGREEMENT BETWEEN NOTE HOLDERS Dated as of December 23, 2015 by and between Société Générale (Initial Note A-1 Holder) and Société Générale (Initial Note A-2 Holder) and Société Générale (Initial Note A-3 Holder) and Société Générale (Initial Note A-4...Agreement Between Note Holders • April 13th, 2016 • Citigroup Commercial Mortgage Trust 2016-P3 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of December 23, 2015 by and among Société Générale (“SG” 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”), SG (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”), SG (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-3 the “Initial Note A-3 Holder”), SG (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-4 the “Initial Note A-4 Holder”) and SG (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-4 the “Initial Note A-5 Holder” and, together with the Initial Note A-1 Holder, the Initial A-2 Holder, the Initial A-3 Note Holder and the Initial A-4 No
