AGREEMENT BETWEEN NOTE HOLDERS Dated as of November 6, 2017 by and between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) The View at MarltonAgreement Between Note Holders • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of November 6, 2017 by and between SPREF WH II LLC (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 SPREF WH II LLC (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”).
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of October 31, 2017 between LADDER CAPITAL FINANCE I LLC for itself to the extent of its interest, and on behalf of Series TRS of Ladder Capital Finance I LLC, and Series TRS of Ladder Capital Finance...Co-Lender Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of October 31, 2017, is between LADDER CAPITAL FINANCE I LLC, a Delaware limited liability company for itself to the extent of its interest, and on behalf of Series TRS of Ladder Capital Finance I LLC, and Series TRS of Ladder Capital Finance I LLC, a Delaware series of Ladder Capital Finance I LLC, a Delaware limited liability company (collectively, “LCF”), having an address at 345 Park Avenue, 8th Floor, New York, New York 10154, as the holder of Note A-1, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, for the benefit of the holders of the LCCM 2017-LC26 Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2017-LC26, as the holder of Note A-2 and LCF, as the holder of Note A-3.
WELLS FARGO COMMERCIAL MORTGAGE TRUST 2017-C41 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2017-C41 UNDERWRITING AGREEMENT As of November 17, 2017Underwriting Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
Wells Fargo Commercial Mortgage Securities, Inc., a North Carolina corporation (the “Depositor”), intends to issue its Wells Fargo Commercial Mortgage Trust 2017-C41, Commercial Mortgage Pass-Through Certificates, Series 2017-C41 (the “Certificates”), in eighteen (18) 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 Wells Fargo Securities, LLC (“Wells Fargo Securities”), Barclays Capital Inc. (“Barclays Capital”) and Academy Securities, Inc. (“Academy” and, collectively with Wells Fargo Securities and Barclays Capital, 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
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, Midland Loan Services, a Division of PNC Bank, National Association, Master Servicer, Midland Loan Services, a Division of PNC Bank, National Association, Special Servicer, Park Bridge Lender...Pooling and Servicing Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • 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
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of November 17, 2017, between Argentic Real Estate Finance LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
CO-LENDER AGREEMENT Dated as of May 12, 2017 by and among BANK OF AMERICA, N.A. (Initial Note 1 Holder) and BARCLAYS BANK PLC (Initial Note 2 Holder) and SOCIÉTÉ GÉNÉRALE (Initial Note 3 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note...Co-Lender Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of May 12, 2017, by and among BANK OF AMERICA, N.A. (“BANA” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-1, Note A-1-2, Note A-1-3, Note A-1-4, Note B-1-1, Note B-1-2, Note B-1-3, Note B-1-4, Note C-1, Note D-1 and Note E-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 owner of Note A-2-1, Note A-2-2, Note A-2-3, Note A-2-4, Note B-2-1, Note B-2-2, Note B-2-3, Note B-2-4, Note C-2, Note D-2 and Note E-2, the “Initial Note 2 Holder”), SOCIÉTÉ GÉNÉRALE (“SocGen” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-3-1, Note A-3-2, Note A-3-3, Note A-3-4, Note B-3-1, Note B-3-2, Note B-3-3, Note B-3-4, Note C-3, Note D-3 and Note E-3, the “Initial Note 3 Holder”) and WELL
CO-LENDER AGREEMENT Dated as of September 5, 2017 between BANK OF AMERICA, N.A. (Note A-1 Holder and Note A-2 Holder) and CITI REAL ESTATE FUNDING INC. (Note A-3-1 Holder, Note A-3-2 Holder and Note A-4 Holder) and BARCLAYS BANK PLC (Note A-5-1...Co-Lender Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of September 5, 2017, is between BANK OF AMERICA, N.A., a national banking association (“BANA”), having an address at 214 North Tryon Street, Charlotte, North Carolina 28255, as Note A-1 Holder and Note A-2 Holder, CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi”), having an address at 390 Greenwich Street, New York, New York, as Note A-3-1 Holder, Note A-3-2 Holder and Note A-4 Holder, and BARCLAYS BANK PLC, a public limited company registered in England and Wales (“Barclays”), having an address at 745 Seventh Avenue, New York, New York 10019, as Note A-5-1 Holder, Note A-5-2 Holder, Note A-6 Holder and Note A-7 Holder.
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 • Wells Fargo Commercial Mortgage Trust 2017-C41 • 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 November 29, 2017 between TUEBOR TRS II LLC (Note A-1-A Holder) and TUEBOR TRS II LLC (Note A-1-B Holder) and TUEBOR TRS II LLC (Note A-2 Holder)Lender Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of November 29, 2017, is between TUEBOR TRS II LLC, a Michigan limited liability company (“TTRS”), having an address at c/o Marsh Captive Solutions, 100 Bank Street, Suite 610, Burlington, Vermont 05401, as the holder of Note A-1-A, TTRS, as the holder of Note A-1-B and TTRS, as the holder of Note A-2.
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of November 17, 2017, between Barclays Bank PLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTPurchase Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of November 17, 2017, between Ladder Capital Finance LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), Ladder Capital Finance Holdings LLLP (“LCFH”), Series REIT of Ladder Capital Finance Holdings LLLP (“LC REIT”), Series TRS of Ladder Capital Finance Holdings LLLP (“LC TRS”, and collectively with LCFH and LC REIT, the “LC Guarantors”) and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C41 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of November 17, 2017, between Wells Fargo Bank, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
