AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 11, 2017 by and between MORGAN STANLEY BANK, N.A. (Initial Note A-1 Holder) and MORGAN STANLEY BANK, N.A. (Initial Note A-2 Holder) Hyatt Regency AustinAgreement Between Note Holders • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of May 11, 2017 by and between MORGAN STANLEY BANK, N.A. (“MSBNA” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 described below, the “Initial Note A-1 Holder” and, in its capacity as the initial agent, the “Initial Agent”) and MSBNA (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 described below, the “Initial Note A-2 Holder”; the Initial Note A-1 Holder and the Initial Note A-2 Holder are referred to collectively herein as the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of June 1, 2017 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-3 Holder)Co-Lender Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 1, 2017, by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), CREFI (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”) and CREFI (together with its successors and assigns in interest, in its capacity as owner of Note A-3, the “Initial Note A-3 Holder” and, together with the Initial Note A-1 Holder and the Initial Note A-2 Holder, the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of April 21, 2017 between ARGENTIC REAL ESTATE FINANCE LLC (Note A-1 Holder and Note A-2 Holder) and CITI REAL ESTATE FUNDING INC. (Note A-3 Holder and Note A-4 Holder) Yeshiva University PortfolioCo-Lender Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of April 21, 2017, is between ARGENTIC REAL ESTATE FINANCE LLC, a Delaware limited liability company (“AREF”), having an address at 40 West 57th Street, 29th Floor, New York, New York 10019, as the Initial Note A-1 Holder and the Initial Note A-2 Holder, and CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi”), having an address at 390 Greenwich Street, 7th Floor, New York, New York 10013, as the Initial Note A-3 Holder and the Initial Note A-4 Holder; (the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder and the Initial Note A-4 Holder are each referred to herein as an “Initial Note Holder” and collectively the “Initial Note Holders”).
MORTGAGE LOAN PURCHASE AGREEMENT between BARCLAYS BANK PLC as Seller and Morgan Stanley Capital I Inc. as Purchaser Dated May 24, 2017Mortgage Loan Purchase Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
Seller agrees to sell, and Purchaser agrees to purchase, certain mortgage loans listed on Exhibit 1 hereto (the “Mortgage Loans”), each of which is evidenced by one or more related notes or other evidence of indebtedness (each a “Mortgage Note”) evidencing the indebtedness of the related obligor under the related Mortgage Loan (each a “Mortgagor”), as described herein. Purchaser will convey the Mortgage Loans to a trust (the “Issuing Entity”) created pursuant to a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), to be dated as of June 1, 2017, between Purchaser, as depositor (the “Depositor”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), LNR Partners, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), a
MORGAN STANLEY CAPITAL I TRUST 2017-H1, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2017-H1Underwriting Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
GS MORTGAGE SECURITIES CORPORATION II, Depositor, WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer, CWCAPITAL ASSET MANAGEMENT LLC, Special Servicer, PENTALPHA SURVEILLANCE LLC, Operating Advisor WELLS FARGO BANK, NATIONAL ASSOCIATION,...Pooling and Servicing Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
Pooling and Servicing Agreement, dated as of June 1, 2014, among GS Mortgage Securities Corporation II, as Depositor, Wells Fargo Bank, National Association, as Master Servicer, CWCapital Asset Management LLC, as Special Servicer, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Deutsche Bank Trust Company Americas, as Trustee.
MORTGAGE LOAN PURCHASE AGREEMENT between STARWOOD MORTGAGE FUNDING III LLC as SellerMortgage Loan Purchase Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
Seller agrees to sell, and Purchaser agrees to purchase, certain mortgage loans listed on Exhibit 1 hereto (the “Mortgage Loans”), each of which is evidenced by one or more related notes or other evidence of indebtedness (each a “Mortgage Note”) evidencing the indebtedness of the related obligor under the related Mortgage Loan (each a “Mortgagor”), as described herein. Purchaser will convey the Mortgage Loans to a trust (the “Issuing Entity”) created pursuant to a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), to be dated as of June 1, 2017, between Purchaser, as depositor (the “Depositor”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Master Servicer”), LNR Partners, LLC, as special servicer (the “Special Servicer”), Trimont Real Estate Advisors, LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”), a
AGREEMENT BETWEEN NOTEHOLDERS Dated as of May 9, 2017 by and between ARGENTIC REAL ESTATE FINANCE LLC (Senior Noteholder) and THE BANCORP BANK (Junior Noteholder)Agreement Between Noteholders • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of May 2, 2017 by and among Deutsche Bank Trust Company Americas, as trustee for the benefit of the registered holders of GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through...Co-Lender Agreement • June 8th, 2017 • Morgan Stanley Capital I Trust 2017-H1 • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (this “Agreement”), dated as of May 2, 2017 by and among Deutsche Bank Trust Company Americas, as trustee for the benefit of the registered holders of GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through Certificates, Series 2014-GC22 (together with its successors and assigns in interest, in its capacity as current owner of the Note A-1, the “Current Note A-1 Holder”), Deutsche Bank Trust Company Americas, as trustee for the benefit of the registered holders of Citigroup Commercial Mortgage Securities Inc., Commercial Mortgage Pass-Through Certificates, Series 2014-GC23 (together with its successors and assigns in interest, in its capacity as current owner of the Note A-2, the “Current Note A-2 Holder”) and Barclays Bank Plc, a public company registered in England and Wales (together with its successors and assigns in interest, in its capacity as current owner of the Note A-3, the “Current Note A-3 Holder” and, together w
