AGREEMENT BETWEEN NOTE HOLDERS Dated as of December 4, 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)...Agreement Between Note Holders • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of December 4, 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 described below, 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 described below, the “Initial Note A-2 Holder”), and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3 described below, the “Initial Note A-3 Holder”; the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note A-3 Holder are referred to collectively herein as the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of January 31, 2018 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) Radisson Blu Aqua HotelCo-Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of January 31, 2018 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”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
connection with the foregoing and hereby ratifying, approving or confirming all that the [Master][Special] Servicer shall lawfully do or cause to be done by virtue hereof; provided that, if not earlier terminated, this power of attorney shall terminate on the Rated Final Distribution Date (as defined in the Pooling and Servicing Agreement).
CO-LENDER AGREEMENT Dated as of January 31, 2018 between DEUTSCHE BANK AG, ACTING THROUGH ITS NEW YORK BRANCH (Note A-1 Holder) and DEUTSCHE BANK AG, ACTING THROUGH ITS NEW YORK BRANCH (Note A-2 Holder) and DEUTSCHE BANK AG, ACTING THROUGH ITS NEW...Co-Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of January 31, 2018, is between DEUTSCHE BANK AG, ACTING THROUGH ITS NEW YORK BRANCH (“DBNY”), a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1, and DBNY, as the holder of Note A-2, Note A-3, Note A-4-A and Note A-4-B.
CO-LENDER AGREEMENT Dated as of October 31, 2017 between DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-1 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-2 Holder)Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of October 31, 2017, is between DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1 and Note A-2.
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of January 22, 2018 between CITI REAL ESTATE FUNDING INC. (Note A-1-A Holder) and CITI REAL ESTATE FUNDING INC. (Note A-1-B Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-2 Holder)Co-Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of January 22, 2018, is between CITI REAL ESTATE FUNDING INC., a New York corporation (“CREFI”), having an address at 388-390 Greenwich Street, 7th Floor, New York, New York, as Note A-1-A Holder, CREFI, as Note A-1-B 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 November 10, 2017 by and among GOLDMAN SACHS MORTGAGE COMPANY (Initial Note A-1-S Holder, Initial Note A-1-C1 Holder, Initial Note A-1-C2 Holder and Initial Note B-1-S Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH...Co-Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of November 10, 2017 by and among GOLDMAN SACHS MORTGAGE COMPANY (“GSMC” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-S, the “Initial Note A-1-S Holder”, and in its capacity as the initial agent, the “Initial Agent”), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of Note A1-C1, the “Initial Note A1-C1 Holder”), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of Note A1-C2, the “Initial Note A1-C2 Holder”), DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-S, the “Initial Note A-2-S Holder”), DBNY (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-C1, the “Initial Note A-2-C1 Holder”), DBNY (together with its successors and assigns in interest,
CO-LENDER AGREEMENT Dated as of June 29, 2017 by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial JPM Note Holder) and BANK OF AMERICA, N.A. (Initial BANA Note Holder) and BARCLAYS BANK PLC (Initial Barclays Note Holder) and DEUTSCHE BANK...Co-Lender Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 29, 2017 by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” and together with its successors and assigns in interest, in its capacity as owner of Notes A-1, A-2, A-9 and A-14 and as the initial owner of Notes A-15 and A-16, the “Initial JPM Note Holder”, and in its capacity as the initial agent, the “Initial Agent”), BANK OF AMERICA, N.A. (“BANA” and together with its successors and assigns in interest, in its capacity as owner of Notes A-3 and A-4, the “Initial BANA Note Holder”), BARCLAYS BANK PLC (“Barclays” and together with its successors and assigns in interest, in its capacity as owner of Notes A-5, A-6 and A-17, the “Initial Barclays Note Holder”), DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY” and together with its successors and assigns in interest, in its capacity as owner of Notes A-7, A-8, A-10, A-11, A-12 and A-13, the “Initial DBNY Note Holder” and, together with the Initial JPM Note Holder, the Initial
AGREEMENT BETWEEN NOTEHOLDERS Dated as of May 25, 2017 by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial A-1 Notes Holder) and BANK OF AMERICA, N.A. (Initial A-2 Notes Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial B-1...Agreement Between Noteholders • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
Reference is hereby made to the Co-Lender Agreement dated as of [ ] (as amended, supplemented or otherwise modified from time to time, the “Agreement”), among [ ], and each lender from time to time party thereto.
UNDERWRITING AGREEMENTUnderwriting Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
Deutsche Mortgage & Asset Receiving Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions set forth in this Underwriting Agreement (this “Agreement”), to sell to Deutsche Bank Securities Inc. (“DBSI”), J.P. Morgan Securities LLC (“JPMS”), Citigroup Global Markets Inc. (“CGMI” and, together with DBSI and JPMS, the “Lead Underwriters”) and Academy Securities, Inc. (“Academy” and, together with the Lead Underwriters, the “Underwriters” and each, an “Underwriter”) its Benchmark 2018-B1 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2018-B1, Class A-1, Class A-2, Class A-3, Class A-SB, Class A-4, Class A-5, Class X-A, Class A-M, Class B and Class C (the “Offered Certificates”). The Offered Certificates, together with the Class X-B, Class X-D, Class X-E, Class D, Class E, Class F-RR, Class G-RR, Class S and Class R Certificates and the VRR Interest, evidence the entire beneficial ownership interest in the assets of the Trust
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
perform any and every lawful act necessary, requisite, or proper in connection with the foregoing and hereby ratifying, approving or confirming all that the [Master][Special] Servicer shall lawfully do or cause to be done by virtue hereof; provided that, if not earlier terminated, this power of attorney shall terminate on the Rated Final Distribution Date (as defined in the Pooling and Servicing Agreement).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • January 31st, 2018 • Benchmark 2018-B1 Mortgage Trust • Asset-backed securities • New York
perform any and every lawful act necessary, requisite, or proper in connection with the foregoing and hereby ratifying, approving or confirming all that the [Master][Special] Servicer shall lawfully do or cause to be done by virtue hereof; provided that, if not earlier terminated, this power of attorney shall terminate on the Rated Final Distribution Date (as defined in the Pooling and Servicing Agreement).
