AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 31, 2019 by and between MORGAN STANLEY BANK, N.A. (Initial Note A-1-A Holder) and MORGAN STANLEY BANK, N.A. (Initial Note A-1-B Holder) and MORGAN STANLEY BANK, N.A. (Initial Note A-2 Holder) Westin AtlantaAgreement Between Note Holders • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of May 31, 2019 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-A described below, the “Initial Note A-1-A Holder” and, in its capacity as the initial agent, the “Initial Agent”), MSBNA (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-B described below, the “Initial Note A-1-B Holder”) 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-A Holder, the Initial Note A-1-B Holder and the Initial Note A-2 Holder are referred to collectively herein as the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of April 30, 2019 between CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-1 Holder) and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Note A-2 Holder)Co-Lender Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 30, 2019, 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”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of April 5, 2019 by and among CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Initial Note A-1 Holder and Initial Note A-2 Holder) and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Initial Subordinate Noteholder) 65...Agreement Between Noteholders • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
MORTGAGE LOAN PURCHASE AGREEMENT betweenMortgage Loan Purchase Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • 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, 2019, between Purchaser, as depositor (the “Depositor”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”) and as special servicer (in such capacity, the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representat
MORGAN STANLEY CAPITAL I TRUST 2019-H6, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2019-H6Underwriting Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
MORTGAGE LOAN PURCHASE AGREEMENT between MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC as Seller and Morgan Stanley Capital I Inc. as Purchaser Dated June 5, 2019Mortgage Loan Purchase Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • 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, 2019, between Purchaser, as depositor (the “Depositor”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”) and as special servicer (in such capacity, the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representat
INTERCREDITOR AGREEMENT Dated as of March 25, 2019 by and between MORGAN STANLEY bank, N.A. (Note A-1 Holder) and MORGAN STANLEY bank, N.A. (Note A-2 Holder) and MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC (Note B Holder) Tower 28Intercreditor Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
This INTERCREDITOR AGREEMENT (this “Agreement”), dated as of March 25, 2019, by and between MORGAN STANLEY BANK, N.A. (“Morgan Stanley Bank”), as holder of Note A-1 (in such capacity, together with its successors and assigns, the “Note A-1 Holder”), MORGAN STANLEY BANK, N.A. (“Morgan Stanley Bank”), as holder of Note A-2 (in such capacity, together with its successors and assigns, the “Note A-2 Holder”), and MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC (“MSMCH”), as holder of Note B (in such capacity, together with its successors and assigns, the “Note B Holder”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of March 13, 2019 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-1 Holder, Initial Note A-1-2 Holder, Initial Note A-1-3 Holder, Initial Note A-1-4 Holder, Initial Note A-1-5 Holder,...Agreement Between Noteholders • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer and BERKELEY POINT CAPITAL LLC, DBA NEWMARK KNIGHT FRANK, Sub-Servicer SUB-SERVICING AGREEMENT Dated as of December 1, 2018 BBCMS Mortgage Trust 2018-C2, Commercial Mortgage Pass-Through...Sub-Servicing Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • Asset-backed securities • New York
Pursuant to the Servicing Agreement(s) between Wells Fargo Bank, National Association and the above referenced Sub-Servicer, we certify that with respect to each mortgage loan and companion loan serviced by us for Wells Fargo Bank, National Association that as of the quarter ending ____________________ except as otherwise noted below:
MORTGAGE LOAN PURCHASE AGREEMENT betweenMortgage Loan Purchase Agreement • June 19th, 2019 • Morgan Stanley Capital I Trust 2019-H6 • 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, 2019, between Purchaser, as depositor (the “Depositor”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (in such capacity, the “Master Servicer”) and as special servicer (in such capacity, the “Special Servicer”), Park Bridge Lender Services LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representat
