AGREEMENT BETWEEN NOTE HOLDERS Dated as of November 16, 2017 by and between UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York, (Initial Note A-1-1 Holder), UBS AG, by and through its branch office at 1285...Agreement Between Note Holders • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of November 16, 2017 by and between UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (“UBS AG, New York Branch” (together with its successors and assigns in interest, as initial owner of Note A-1-1 described below, in its capacity as the “Initial Note A-1-1 Holder” and, in its capacity as the initial agent, the “Initial Agent”)), UBS AG, New York Branch (together with its successors and assigns in interest, as initial owner of Note A-1-2 described below, in its capacity as the “Initial Note A-1-2 Holder”), UBS AG, New York Branch (together with its successors and assigns in interest, as initial owner of Note A-2 described below, in its capacity as the “Initial Note A-2 Holder”) and UBS AG, New York Branch (together with its successors and assigns in interest, as initial owner of Note A-3 described below, in its capacity as the “Initial Note A-3 Holder”); the Initial Note A-1-1 Ho
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of November 30, 2017 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (Initial Note...Co-Lender Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (this “Agreement”), dated as of November 30, 2017, by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (“UBS AG, New York Branch”) (together with its successors and assigns in interest, in its capacity as owner of Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of November 21, 2017, between Cantor Commercial Real Estate Lending, L.P., as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and UBS Commercial Mortgage Securitization Corp., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
CCUBS COMMERCIAL MORTGAGE TRUST 2017-C1 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2017-C1 UNDERWRITING AGREEMENT As of November 21, 2017Underwriting Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
UBS Commercial Mortgage Securitization Corp., a Delaware corporation (the “Depositor”), intends to issue its CCUBS Commercial Mortgage Trust 2017-C1, Commercial Mortgage Pass-Through Certificates, Series 2017-C1 (the “Certificates”), in seventeen (17) classes (each, a “Class”) as designated in the Prospectus (as defined below). Pursuant to this underwriting agreement (the “Agreement”), the Depositor further proposes to sell to UBS Securities LLC (“UBS Securities”), Cantor Fitzgerald & Co. (“CF&Co.”), Citigroup Global Markets Inc. (“CGMI”) and Academy Securities, Inc. (“Academy” and, collectively with UBS Securities, CF&Co. and CGMI, the “Underwriters”, and each, individually, an “Underwriter”) the Certificates set forth in Schedule I hereto (the “Registered Certificates”) in the respective original principal amounts and notional amounts set forth in Schedule I. The Certificates represent in the aggregate the entire beneficial ownership interest in a trust fund (the “Trust Fund”) primar
CO-LENDER AGREEMENT Dated as of November 16, 2017 between CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-1 Holder) and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-2 Holder)Lender Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of November 16, 2017, is between CANTOR COMMERCIAL REAL ESTATE LENDING, L.P., a Delaware limited partnership (“CCRE”), having an address at 110 East 59th Street, New York, New York 10022, as the holder of Note A-1 (in such capacity, the “Note A-1 Holder”) and CCRE, as the holder of Note A-2 (in such capacity, the “Note A-2 Holder”).
GS MORTGAGE SECURITIES CORPORATION II, as Depositor WELLS FARGO BANK, NATIONAL ASSOCIATION, as Master Servicer MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Special Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION, as...Pooling and Servicing Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
This Pooling and Servicing Agreement is dated and effective as of November 1, 2017, among GS Mortgage Securities Corporation II, as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, and Pentalpha Surveillance LLC, as Operating Advisor and as Asset Representations Reviewer.
AGREEMENT AMONG NOTEHOLDERS Dated as of October 3, 2017 by and among NATIXIS REAL ESTATE CAPITAL LLC (Initial Note A-1 Holder, Initial Note A-2 Holder and Initial Note A-3 Holder) and UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE...Agreement Among Noteholders • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
THIS AGREEMENT AMONG NOTEHOLDERS (with the exhibits and schedules hereto and all amendments and modifications hereof and supplements hereto, this “Agreement”), dated as of October 3, 2017 by and among NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“NREC”), having an address at 1251 Avenue of the Americas, New York, New York 10020 (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 (as defined herein), the “Initial Note A-1 Holder” and in its capacity as the initial agent the “Initial Agent”), NREC (together with its successors and assigns in interest, in its capacity as the initial owner of Note A-2 (as defined herein), the “Initial Note A-2 Holder”), NREC (together with its successors and assigns in interest, in its capacity as the initial owner of Note A-3 (as defined herein), the “Initial Note A-3 Holder”), UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (“UBS AG, New
CO-LENDER AGREEMENT Dated as of November 9, 2017 between LADDER CAPITAL FINANCE LLC (Note A-1-A Holder) and LADDER CAPITAL FINANCE LLC (Note A-1-B Holder) and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-2-A Holder) and LADDER CAPITAL FINANCE...Lender Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of November 9, 2017, is between LADDER CAPITAL FINANCE LLC, a Delaware limited liability company (“LCF”), having an address at 345 Park Avenue, 8th Floor, New York, New York 10154, as the holder of Note A-1-A, LCF, as the holder of Note A-1-B, Cantor Commercial Real Estate Lending, L.P. (“CCRE”), as the holder of Note A-2-A, LCF, as the holder of Note A-3, LCF, as the holder of Note A-4-B, and LCF, as the holder of Note A-5-A.
CO-LENDER AGREEMENT Dated as of August 7, 2017 between CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-1-A Holder) CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-1-B Holder) and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-2 Holder)Co-Lender Agreement • November 30th, 2017 • CCUBS Commercial Mortgage Trust 2017-C1 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of August 7, 2017, is between CANTOR COMMERCIAL REAL ESTATE LENDING, L.P., a Delaware limited partnership (“CCRE”), having an address at 110 East 59th Street, New York, New York 10022, as the holder of Note A-1-A (in such capacity, the “Note A-1-A Holder”), CCRE, as the holder of Note A-1-B (in such capacity, the “Note A-1-B Holder”) and CCRE, as the holder of Note A-2 (in such capacity, the “Note A-2 Holder”).
