0001539497-16-003015 Sample Contracts

CO-LENDER AGREEMENT Dated as of April 8, 2016 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) Four Penn Center
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of April 1, 2016 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” 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 JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (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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CO-LENDER AGREEMENT Dated as of April 19, 2016 between GERMAN AMERICAN CAPITAL CORPORATION (Note A-1 Holder) and GERMAN AMERICAN CAPITAL CORPORATION (Note A-2 Holder)
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 19, 2016, is between GERMAN AMERICAN CAPITAL CORPORATION, a Maryland corporation (“GACC”), having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1, and GACC, as the holder of Note A-2.

AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of March 28, 2016 by and between WILMINGTON TRUST, NATIONAL ASSOCIATION, NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY AS TRUSTEE FOR THE BENEFIT OF THE HOLDERS OF COMM 2016-787S MORTGAGE TRUST COMMERCIAL...
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (this “Agreement”) is dated as of March 28, 2016, between WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as trustee for the benefit of the Holders of COMM 2016-787S Mortgage Trust Commercial Mortgage Pass-Through Certificates, as the holder of Note A-1, Note A-2, Note A-3, Note A-4, Note A-5 and Note A-6, GERMAN AMERICAN CAPITAL CORPORATION (“GACC”) as Holder of Note A-7 and Note A-8, and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as trustee for the benefit of the Holders of COMM 2016-787S Mortgage Trust Commercial Mortgage Pass-Through Certificates, as the holder of Note B.

732,315,000 (approximate) JPMdb COMMERCIAL MORTGAGE SECURITIES TRUST 2016-C2 Commercial Mortgage Pass-Through Certificates, Series 2016-C2 Class A-1, Class A-2, Class A-3A, Class A-4, Class A-SB, Class X-A, Class X-B, Class A-S, Class B and Class C...
Underwriting Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

pursuant to the provisions of a pooling and servicing agreement to be dated as of May 1, 2016 (the “Pooling and Servicing Agreement”), between the Depositor, Wells Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), Midland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Wilmington Trust, National Association, as trustee (the “Trustee”), Wells Fargo Bank, National Association, as certificate administrator (in such capacity, the “Certificate Administrator”) and Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). 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).

CO-LENDER AGREEMENT Dated as of April 11, 2016 between CITIGROUP GLOBAL MARKETS REALTY CORP. (Note A-1 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-2 Holder)
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 11, 2016, is between CITIGROUP GLOBAL MARKETS REALTY CORP., a New York corporation (“Citi”), having an address at 390 Greenwich Street, 7th Floor, New York, New York, as Note A-1 Holder, and DEUTSCHE BANK AG, NEW YORK BRANCH, a German bank, authorized by the New York Department of Financial Services (“DB-AG”), having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as Note A-2 Holder.

CO-LENDER AGREEMENT Dated as of April 29, 2016 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note 1 Holder) and BARCLAYS BANK PLC (Initial Note 2 Holder) Palisades Center
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of April 29, 2016, by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-A, Note A-1-B, Note B-1, Note C-1 and Note D-1, the “Initial Note 1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), BARCLAYS BANK PLC (“Barclays” and together with its successors and assigns in interest, in its capacity as initial owners of Note A-2-A, Note B-2, Note C-2 and Note D-2, the “Initial Note 2 Holder” and, together with the Initial Note 1 Holder, the “Initial Note Holders”).

CO-LENDER AGREEMENT Dated as of March 16, 2016 between GERMAN AMERICAN CAPITAL CORPORATION (Note A-1 Holder) and GERMAN AMERICAN CAPITAL CORPORATION (Note A-2 Holder) and GERMAN AMERICAN CAPITAL CORPORATION (Note A-3 Holder) and GERMAN AMERICAN...
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of March 16, 2016, is between GERMAN AMERICAN CAPITAL CORPORATION, a Maryland corporation (“GACC”), having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1, GACC, as the holder of Note A-2, GACC, as the holder of Note A-3, GACC, as the holder of Note A-4, GACC, as the holder of Note A-5, and GACC, as the holder of Note A-6.

J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER, and GERMAN AMERICAN CAPITAL CORPORATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of May 23, 2016 Fixed Rate Mortgage Loans
Mortgage Loan Purchase Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

the related Mortgage Loan, AR Capital also owned a less than 3.0% interest in each Borrower. AR Capital or companies owned and controlled by AR Capital also previously externally managed American Realty Capital Properties Inc. (“ARCP”) until January 2014, when the company became self-managed. On October 29, 2014, ARCP, a real estate investment trust sponsored by AR Capital, and of which Mr. Schorsch was then the chairman, issued a press release announcing that, based on preliminary findings of ARCP’s audit committee, such committee concluded that previously issued financial statements and other financial information contained in ARCP’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 and Quarterly Reports on Form 10-Q for the fiscal periods ended March 31, 2014 and June 30, 2014, and ARCP’s earnings releases and other financial communications for those periods should no longer be relied upon. The audit committee stated that it believed that ARCP incorrectly includ

AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of January 8, 2016 by and among WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT OF THE HOLDERS OF COMM 2015-LC23 MORTGAGE TRUST COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES (Note...
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of January 8, 2016, by and among Wilmington Trust, National Association, as Trustee for the benefit of the holders of COMM 2015-LC23 Mortgage Trust Commercial Mortgage Pass-Through Certificates, as the holder of Note A-1-A, LADDER CAPITAL FINANCE III LLC - Series 97 - Equity inns Portfolio, a segregated series of LADDER CAPITAL FINANCE III LLC, a Delaware limited liability company (“Ladder”), as the holder of Note A-1-B, Ladder, Ladder, as the holder of Note A-2-A1, Ladder, as the holder of Note A-2-A2, Ladder, as the holder of Note A-2-B, Ladder, as the holder of Note A-3, Wilmington Trust National Association, as Trustee for the benefit of the holders of COMM 2015-LC23 Mortgage Trust Commercial Mortgage Pass-Through Certificates, as the holder of Note A-4-A, GERMAN AMERICAN CAPITAL CORPORATION ( “GACC”) together with its successors and assigns in interest, as the holder of Note A-4-B, GACC, as the holder of Not

PURCHASER, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of May 23, 2016 Fixed Rate Mortgage Loans
Mortgage Loan Purchase Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), dated as of May 23, 2016, is between J.P. Morgan Chase Commercial Mortgage Securities Corp., as purchaser (the “Purchaser”), and JPMorgan Chase Bank, National Association, as seller (the “Seller”).

CO-LENDER AGREEMENT Dated as of March 31, 2016 Between LADDER CAPITAL FINANCE LLC (Note A-1-A Holder), LADDER CAPITAL FINANCE LLC (Note A-1-B Holder), LADDER CAPITAL FINANCE LLC (Note A-2-A Holder), LADDER CAPITAL FINANCE LLC (Note A-2-B Holder),...
Co-Lender Agreement • May 23rd, 2016 • JPMDB Commercial Mortgage Securities Trust 2016-C2 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of March 31, 2016, between LADDER CAPITAL FINANCE II LLC, a Delaware limited liability corporation (“LCF II”), for itself and on behalf of Series TRS of Ladder Capital Finance II LLC, a Delaware series of LCF II (“TRS”), to the extent of its interest, as applicable, and LADDER CAPITAL FINANCE LLC (collectively with LCF II and TRS, “Ladder”), each having an address at 345 Park Avenue, 8th Floor, New York, New York 10154, as the holder of Note A-1-A, Ladder, as the holder of Note A-1-B, Ladder, as the holder of Note A-2-A, Ladder, as the holder of Note A-2-B, Ladder, as the holder of Note A-3-A, Ladder, as the holder of Note A-4-A, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (“JPM”), having an address at 383 Madison Avenue, 31st Floor, New York, New York 10179, as the holder of Note A-3-B, and JPM, as the holder of Note A-4-B.

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