AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder)...Agreement Between Note Holders • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of July 6, 2018 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”), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the “Initial Note A-3 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the “Initial Note A-4 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the “Initial Note A-5 Holder”) and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the “Initial Note A-6 Holder” and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of July 17, 2018 between RIALTO MORTGAGE FINANCE, LLC (Note A-1 Holder) and RIALTO MORTGAGE FINANCE, LLC (Note A-2 Holder) and RIALTO MORTGAGE FINANCE, LLC (Note A-3 Holder)Co-Lender Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of July 17, 2018, is between RIALTO MORTGAGE FINANCE, LLC, a Delaware limited liability company (“RMF”), having an address at 600 Madison Avenue, 12th Floor, New York, New York 10022, as the holder of Note A-1 (the “Initial Note A-1 Holder”), RMF, as the holder of Note A-2 (the “Initial Note A-2 Holder”) and RMF, as the holder of Note A-3 (the “Initial Note A-3 Holder”).
CREDIT SUISSE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER and RIALTO MORTGAGE FINANCE, LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 8, 2018 Series 2018-CX12Mortgage Loan Purchase Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of June 7, 2018 by and among NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-3 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-4...Co-Lender Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of June 7, 2018, is by and among NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1, Natixis in its capacity as initial agent, the “Initial Agent”, Natixis, as the holder of Note A-2, Natixis as the holder of Note A-3, Natixis as the holder of Note A-4, Natixis as the holder of Note A 5, Natixis as the holder of Note A-6, Natixis as the holder of Note A-7 and Natixis as the holder of Note A-8.
CREDIT SUISSE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER and ARGENTIC REAL ESTATE FINANCE LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 8, 2018 Series 2018-CX12Mortgage Loan Purchase Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
Mortgaged Property. Pursuant to the terms of the tenant’s lease, the Mortgagor may at any time deliver to the tenant a written notice setting forth the purchase price at which the Mortgagor intends to sell the Mortgaged Property (the “Offered Price”). The tenant may elect within 30 days of receipt of such notice to purchase the Mortgaged Property for the Offered Price, and if the tenant fails to respond within such time, it is deemed to have rejected the offer. In the event that the tenant elects to purchase the Mortgaged Property, (i) the tenant is required to deposit $250,000 with the Mortgagor prior to the expiration of the 30 day period and (ii) the Mortgagor and the tenant will, for a period not to exceed 15 days, negotiate in good faith to enter into a binding purchase and sale agreement. If the tenant rejects the initial offer or the parties fail to enter into a binding purchase and sale agreement, (a) the $250,000 deposit (if applicable) will be returned to the tenant, (b) the
CO-LENDER AGREEMENT Dated as of May 23, 2018 by and between NATIXIS REAL ESTATE CAPITAL LLC (Initial Note A-1-A Holder) COLUMN FINANCIAL, INC. (Initial Note A-1-B Holder) CHINA MERCHANTS BANK CO., LTD. NEW YORK BRANCH (Initial Note A-1-C Holder)...Co-Lender Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of May 23, 2018, by and among NATIXIS REAL ESTATE CAPITAL LLC (“Natixis”, in its capacity as initial owner of Note A-1-A, the “Initial Note A-1-A Holder”, and in its capacity as the initial agent, the “Initial Agent”), COLUMN FINANCIAL, INC. (“Column”, in its capacity as initial owner of Note A-1-B, the “Initial Note A-1-B Holder”), CHINA MERCHANTS BANK CO., LTD. NEW YORK BRANCH (“CMBNY”, in its capacity as initial owner of Note A-1-C, the “Initial Note A-1-C Holder”), NATIXIS (in its capacity as initial owner of Note A-2-A-1, Note A-2-A-2, Note A-2-A-3, Note A-2-A-4, Note A-2-A-5 and Note A-2-A-6, the “Initial Note A-2-A Holder”), COLUMN (in its capacity as initial owner of Note A-2-B-1, Note A-2-B-2, Note A-2-B-3 and Note A-2-B-4, the “Initial Note A-2-B Holder”), CMBNY (in its capacity as initial owner of Note A-2-C-1, Note A-2-C-2-A and Note A-2-C-2-B, the “Initial Note A-2-C Holder”), NATIXIS (in its capacity as initial owner o
CREDIT SUISSE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER And Natixis Real Estate Capital LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 8, 2018 Series 2018-CX12Mortgage Loan Purchase Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of July 25, 2018Co-Lender Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
CREDIT SUISSE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER and COLUMN FINANCIAL, INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 8, 2018 Series 2018-CX12Mortgage Loan Purchase Agreement • August 22nd, 2018 • CSAIL 2018-Cx12 Commercial Mortgage Trust • Asset-backed securities • New York
The Mortgage Loan documents permit insurance through a syndicate of insurers, provided that at least seventy-five percent (75%) of the coverage (if there are four (4) or fewer members of the syndicate) or at least sixty percent (60%) of the coverage (if there are five (5) or more members of the syndicate) is with carriers having a claims paying ability rating of “A” or better, and the balance of the coverage is, in each case, provided by insurers with a claims paying ability rating of “BBB” or better. All ratings shall be as stated, or the equivalent thereof, by S&P and Moody’s, if Moody’s rates the insurance carriers and is rating the securities and Fitch, if Fitch rates the insurance carriers and is rating the securities. The Mortgagor may obtain a policy from an insurance company not satisfying the rating requirements set forth in the Mortgage Loan documents, provided that any such insurance company is subject to (A) the prior approval of the lender (such approval not to be unreason
