AGREEMENT BETWEEN NOTE HOLDERS Dated as of October 15, 2019 by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1-1 Holder) WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1-2 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION...Agreement Between Note Holders • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of October 15, 2019, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-1 (as defined below), the “Initial Note A-1-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-2 (as defined below), the “Initial Note A-1-2 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-1 (as defined below), the “Initial Note A-2-1 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-2 (as defined below), the “Initial Note A-2-2 Holder” and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 22, 2019, 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”).
CO-LENDER AGREEMENT Dated as of September 20, 2019 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) and RIALTO MORTGAGE FINANCE, LLC (Note A-4...Co-Lender Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of September 20, 2019, is between RIALTO MORTGAGE FINANCE, LLC, a Delaware limited liability company (“RMF”), having an address at 590 Madison Avenue, 9th 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”), RMF, as the holder of Note A-3 (the “Initial Note A-3 Holder”) and RMF, as the holder of Note A-4 (the “Initial Note A-4 Holder”).
WELLS FARGO COMMERCIAL MORTGAGE TRUST 2019-C53 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2019-C53 UNDERWRITING AGREEMENT As of October 22, 2019Underwriting Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • 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 2019-C53, Commercial Mortgage Pass-Through Certificates, Series 2019-C53 (the “Certificates”), in twenty-one (21) 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”), Academy Securities, Inc. (“Academy”) and Drexel Hamilton, LLC (“Drexel” and, collectively with Wells Fargo Securities, Barclays Capital and Academy, 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 ow
CO-LENDER AGREEMENT Dated as of September 26, 2019 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) and RIALTO MORTGAGE FINANCE, LLC (Note A-4...Lender Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of September 26, 2019, is between RIALTO MORTGAGE FINANCE, LLC, a Delaware limited liability company (“RMF”), having an address at 590 Madison Avenue, 9th 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”), RMF, as the holder of Note A-3 (the “Initial Note A-3 Holder”) and RMF, as the holder of Note A-4 (the “Initial Note A-4 Holder”).
MORTGAGE LOAN PURCHASE AGREEMENTPurchase Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 22, 2019, 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”).
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of September 6, 2019 between RIALTO MORTGAGE FINANCE, LLC (Note A-1-1 Holder) and RIALTO MORTGAGE FINANCE, LLC (Note A-1-2 Holder) and WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT...Co-Lender Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of September 6, 2019, 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-1-1 (the “Note A-1-1 Holder”), RMF, as the holder of Note A-1-2 (the “Note A-1-2 Holder”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT OF THE REGISTERED HOLDERS OF WELLS FARGO COMMERCIAL MORTGAGE TRUST 2019-C52, COMMERCIAL MORTGAGE PASS THROUGH CERTIFICATES, SERIES 2019-C52, as the holder of Note A-2 (the “Note A-2 Holder”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 22, 2019, between Barclays Capital Real Estate Inc., as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), Barclays Capital Holdings Inc. (“BCHI”) 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 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 22, 2019, between Rialto Mortgage 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”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • November 6th, 2019 • Wells Fargo Commercial Mortgage Trust 2019-C53 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of October 22, 2019, between C-III Commercial Mortgage LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), C-III Capital Partners LLC (the “Guarantor”) and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
